Nondisparagement definition

Nondisparagement. The Company will instruct the current members of its Board of Directors as well its executive leadership team, not to criticize, denigrate, or otherwise disparage me. Nothing in this subsection (vi) shall prohibit (i) the Company from filing disclosures with the SEC, (ii) any internal discussions or discussions with such individuals’ or the Company’s or such individual’s professional representatives; or (iii) giving truthful testimony, or truthfully responding to a valid subpoena, or communicating with government or regulatory entities.
Nondisparagement. As a material inducement to the Company to enter into this Agreement, Consultant agrees that he will not (i) publicly criticize or disparage the Company or any affiliate, or privately criticize or disparage the Company or any affiliate in a manner intended or reasonably calculated to result in public embarrassment to, or injury to the reputation of, the Company or any affiliate in any community in which the Company or any affiliate is engaged in business; (ii) directly or indirectly take any action inconsistent with the Waiver and Release; or (iii) commit damage to the property of the Company or any affiliate or otherwise engage in any misconduct which is injurious to the business or reputation of the Company or any affiliate; provided, however, that Consultant will not be in breach of the covenant contained in (ii) above solely by reason of his testimony which is compelled by process of law. Consultant further agrees that he will not make any public or private oral or written statement to any person, or take any action or position inconsistent with, the agreed statement of facts set forth on Exhibit A. As used in Sections 5 and 6 of this Agreement, the term "affiliate" means the Company; Le Groupe Videotron Ltee ("Videotron"); any direct or indirect subsidiary of the Company; any direct or indirect subsidiary of Videotron; any other entity in which the Company, Videotron or any of their direct or indirect subsidiaries owns more than 50% of the outstanding equity interests; any officer, director or employee of the Company or of any of the foregoing entities; and any former officer, director or employee of the Company or of any of the foregoing entities.

Examples of Nondisparagement in a sentence

  • The provisions of this Agreement are severable, and if any part of it is found to be invalid or unenforceable, including, without limitation, any part of the General Release, Covenant Not to Sue, Non-disparagement and/or Confidentiality sections above, the other parts shall remain fully valid and enforceable.

  • If the Employee terminates this Agreement and his employment for Good Reason, the Company shall pay to the Employee the Employee’s Base Salary for the remainder of the Term in accordance with the Company’s payroll practices in effect from time to time, provided, however, the Employee is not in violation of the Confidentiality, Nondisclosure, Noncompetition, Nonsolicitation and Nondisparagement Agreement attached as Exhibit B.

  • The provisions of this Agreement, including, without limitation, the Second Release, are severable, and if any part of it is found to be invalid or unenforceable, including, without limitation, any part of the General Release, Covenant Not to Sue, and/or Confidentiality sections herein, or the Non-disparagement provision in the Second Release, the other parts shall remain fully valid and enforceable.

  • In recognition of the need of the Company to protect its goodwill and legitimate business interests, Employee agrees that the terms and conditions of the Company’s Confidentiality, Nondisclosure, Noncompetition, Nonsolicitation and Nondisparagement Agreement, as attached hereto as Exhibit B, are hereby incorporated into this Agreement.

  • All other terms of the Separation Agreement to the extent not inconsistent with the terms of this Second Release are hereby incorporated in this Second Release as though fully stated herein and apply with equal force to this Second Release, including, without limitation, the provisions on Nondisparagement, Arbitration, Governing Law, and Attorneys’ Fees.

  • Any violation of the Non-disclosure and Non-disparagement Covenants set forth in paragraphs 11 and 12 above shall be a material breach of the Agreement.

  • In the event the Company terminates this Agreement without Cause or any successor of the Company refuses to accept assignment of this Agreement, the Company shall pay to the Employee the Employee’s Base Salary for the remainder of the Term in accordance with the Company’s payroll practices in effect from time to time, provided, however, the Employee is not in violation of the Confidentiality, Nondisclosure, Noncompetition, Nonsolicitation and Nondisparagement Agreement attached as Exhibit B.

  • In the event the Company terminates this Agreement due to an Adverse Ruling, the Company shall pay to the Employee the Employee’s Base Salary for the remainder of the Term in accordance with the Company’s payroll practices in effect from time to time, provided, however, the Employee is not in violation of the Confidentiality, Nondisclosure, Noncompetition, Nonsolicitation and Nondisparagement Agreement attached as Exhibit B.

  • Any violation of the Non-disparagement Covenants set forth in paragraph 11 above shall be a material breach of the Agreement.

  • Non-disparagement Both during and after employment is terminated, the Employee agrees they will not directly or indirectly make or cause to be made any disparaging comments or publish disparaging material: About the Employer, its Employees, suppliers, customers or any other part associated with the Employer’s business.