Grouped Into 144 Collections of Similar Clauses From Business Contracts
This page contains Non-Disparagement clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Non-Disparagement. During the Standstill Period, Carlson Capital and the Company agree not to make, or cause to be made (whether directly or indirectly), any statement or announcement that relates to and constitutes an ad hominem attack on, or relates to and otherwise disparages, the other party or their respective business, operations or financial performance, officers or directors or any Person who has served as an officer or director of either party in the past, or who serves on or following the date of this Ag...reement as an officer, director or agent of either party (a) in any document or report filed with or furnished to the SEC or any other governmental agency, (b) in any press release or other publicly available format or (c) to any stockholder, investor, analyst, journalist or member of the media (including without limitation, in a television, radio, internet, newspaper or magazine interview).View More
Non-Disparagement. During the Standstill Period, Carlson Capital Shareholder and the Company agree to not to make, or cause to be made made, and to cause each of their respective officers, directors, members, and employees not to make (whether directly or indirectly), indirectly through any Affiliate), any public statement or announcement that relates to and constitutes an ad hominem attack on, or relates to and otherwise disparages, the other party or their respective business, operations or financial performance..., officers officers, members, partners or directors or any Person person who has served as an officer officer, member, partner or director of either the other party in the past, or who serves on or following the date of this Agreement as an officer, director director, partner or agent of either the other party (a) in any document or report filed with or furnished to the SEC or any other governmental agency, (b) in any press release or other publicly available format or (c) to any stockholder, investor, analyst, journalist or member of the media (including without limitation, in a television, radio, internet, newspaper or magazine interview). View More
Non-Disparagement. During the Standstill Period, Carlson Capital Shareholder and the Company agree to not to make, or cause to be made made, and to cause each of their respective officers, directors, members, and employees not to make (whether directly or indirectly), indirectly through any Affiliate), any public statement or announcement that relates to and constitutes an ad hominem attack on, or relates to and otherwise disparages, the other party or their respective business, operations or financial performance..., officers officers, members or directors or any Person person who has served as an officer officer, member or director of either party in the past, or who serves on or following the date of this Agreement as an officer, director or agent of either party (a) in any document or report filed with or furnished to the SEC or any other governmental agency, (b) in any press release or other publicly available format or (c) to any stockholder, investor, analyst, journalist or member of the media (including without limitation, in a television, radio, internet, newspaper or magazine interview). View More
Non-Disparagement. During the Standstill Period, Carlson Capital Glenview and the Company agree to not to make, or cause to be made (whether directly or indirectly), indirectly through any Affiliate), any public statement or announcement that relates to and constitutes an ad hominem attack on, or relates to and otherwise disparages, the other party or their respective business, operations or financial performance, officers or directors or any Person person who has served as an officer or director of either party i...n the past, or who serves on or following the date of this Agreement as an officer, director or agent of either party (a) in any document or report filed with or furnished to the SEC or any 8 other governmental agency, (b) in any press release or other publicly available format or (c) to any stockholder, investor, analyst, journalist or member of the media (including without limitation, in a television, radio, internet, newspaper or magazine interview). View More
Non-Disparagement. Both during and after the Executive's employment with the Company, the Executive agrees not to disparage, portray in a negative light, or take any action that would be harmful to, or lead to unfavorable publicity for, the Company or any of its current or former clients, suppliers, officers, directors, Executives, agents, consultants, contractors, owners, parents, subsidiaries or divisions, whether in public or private, including without limitation, in any and all interviews, oral statements, wri...tten materials, electronically-displayed materials and materials or information displayed on Internet-related sites.View More
Non-Disparagement. Both during and after the Executive's employment Harris's Services with the Company, neither Harris nor the Executive agrees not to Company will disparage, portray in a negative light, or take any action that which would be harmful to, or lead to unfavorable publicity for, the Company each other or any of its current or former clients, suppliers, officers, directors, Executives, agents, consultants, contractors, owners, parents, subsidiaries subsidiaries, or divisions, whether in public or priva...te, including without limitation, in any and all interviews, oral statements, written materials, electronically-displayed materials electronically displayed materials, and materials or information displayed on Internet-related sites. View More
Non-Disparagement. Both during and after the Executive's employment with the Company, the Executive agrees not to disparage, portray in a negative light, or take any action that would be harmful to, or lead to unfavorable publicity for, the Company or any of its current or former clients, suppliers, officers, directors, Executives, agents, consultants, contractors, owners, parents, subsidiaries or divisions, whether in public or private, including without limitation, in any and all interviews, oral statements, wri...tten materials, electronically-displayed materials and materials or information displayed on Internet-related sites. This Section 14 does not, in any way, restrict or impede the Executive from exercising protected rights to the extent that such rights cannot be waived by agreement or from complying with any applicable law or regulation or a valid order of a court of competent jurisdiction or an authorized government agency, provided that such compliance does not exceed that required by the law, regulation or order. The Executive shall promptly provide written notice of any such order to the Chairman of the Board. Both during and after the Executive's employment with the Company, the Company, including its Section 16 officers and members of its Board of Directors shall not make any written or oral statement that may defame, disparage or cast in a negative light so as to do harm to the personal or professional reputation of the Executive whether in public or private, including without limitation, in any and all interviews, oral statements, written materials, electronically-displayed materials and materials or information displayed on Internet-related sites. Notwithstanding the foregoing, it shall not be a violation of this Section 14 for the Company to advise any prospective employer (or similar party) of any restrictive covenant or similar obligation of the Executive to the Company for purposes of assuring compliance with that covenant or obligation. View More
Non-Disparagement. You agree that you will not, through any medium including, but not limited to, the press, Internet or any other form of communication, disparage, defame, or otherwise damage or assail the reputation, integrity or professionalism of the Company or the Releasees. Company agrees that it will not, through any medium including, but not limited to, the press, Internet or any other form of communication, disparage, defame, or otherwise damage or assail your reputation, integrity or professionalism. Not...hing in this Section is intended to restrict or impede the Company's or your participation in proceedings or investigations brought by or before the EEOC, NLRB, or other federal, state or local government agencies, or otherwise exercising protected rights to the extent that such rights cannot be waived by agreement, including Section 7 rights under the National Labor Relations Act.View More
Non-Disparagement. You agree that you will not, through any medium including, but not limited to, the press, Internet or any other form of communication, disparage, defame, or otherwise damage or assail the reputation, integrity or professionalism of the Company or the Releasees. Company agrees that it will not, through any medium including, but not limited to, the press, Internet or any other form of communication, disparage, defame, or otherwise damage or assail your reputation, integrity or professionalism. Not...hing in this Section 14 is intended to restrict or impede the Company's or your participation in proceedings or investigations brought by or before the EEOC, NLRB, or other federal, state or local government agencies, or otherwise exercising protected rights to the extent that such rights cannot be waived by agreement, including Section 7 6 rights under the National Labor Relations Act. View More
Non-Disparagement. You Subject to Sections 2.5 and 2.6, I agree that you I will not, through any medium including, but not limited to, the press, Internet or any other form of communication, disparage, defame, or otherwise damage or assail the reputation, integrity or professionalism of any member of the Company or the Releasees. Company agrees that it will not, through any medium including, but not limited to, the press, Internet or any other form of communication, disparage, defame, or otherwise damage or assail... your reputation, integrity or professionalism. Group. Nothing in this Section 7 is intended to restrict or impede the Company's or your participation in proceedings or investigations brought by or before the EEOC, NLRB, United States Equal Employment Opportunity Commission, National Labor Relations Board, or other federal, state or local government agencies, or otherwise exercising protected rights to the extent that such rights cannot be waived by agreement, including Section 7 rights under the National Labor Relations Act. 9 8. Return of Company Documents. When I leave the employ of the Company, I will deliver to the Company any and all notes, memoranda, specifications, drawings, devices, formulas, and documents, together with all copies thereof, and any other material containing or disclosing any Company Inventions, Third Party Information or Proprietary Information of the Company. I further agree that, during the term of my employment with the Company or at any time thereafter, any property situated on the premises of the Company Group, including disks and other storage media, filing cabinets or other work areas, is subject to inspection by Company personnel at any time with or without notice. View More
Non-Disparagement. During the Standstill Period, the Company and each member of the Investor Group shall each refrain from making, and shall cause their respective Representatives not to make or cause to be made any statement or announcement, including in any document or report filed with or furnished to the SEC or through the press, media (including social media), analysts or other persons, that constitutes an ad hominem attack on, or otherwise disparages, attempts to discredit, criticizes, calls into disrepute, ...defames, slanders, impugns or is reasonably likely to damage the reputation of, (a) in the case of statements or announcements by any member of the Investor Group or their related parties described above: the Company, or any of its Affiliates, subsidiaries or Representatives, or any of its or their respective current or former officers, directors or employees, or the Company's corporate strategy, corporate activities, practices, procedures, business, business operations, products or services, or regarding any Extraordinary Transaction and (b) in the case of statements or announcements by the Company or its related parties described above: the members of the Investor Group or any of their Affiliates, subsidiaries or Representatives, or any of their respective current or former officers, directors, members, general partners or employees. The restrictions in this Section 4 shall not: (1) apply to (i) any compelled testimony or production of information, whether by legal process, subpoena or as part of a response to a request for information from any governmental or regulatory authority with jurisdiction over the party from whom information is sought, in each case, to the extent required, or (ii) any disclosure that such party reasonably believes, after consultation with outside counsel, to be legally required by applicable law, rules or regulations; (2) prohibit any party from reporting what it reasonably believes, after consultation with outside counsel, to be violations of federal law or regulation to any governmental authority pursuant to Section 21F of the Exchange Act or Rule 21F promulgated thereunder; or (3) apply to efforts to enforce either party's rights pursuant to this Agreement in accordance with this Agreement. The limitations set forth in this Section 4 shall not prevent any party from responding to any public statement made by the other party of the nature described in this Section 4 if such statement by the other party was made in breach of this Agreement. 7 5. No Litigation. During the Standstill Period, each party hereby covenants and agrees that it shall not, and shall not permit any of its Representatives to, directly or indirectly, alone or in concert with others, encourage, pursue or assist any other person to threaten or initiate, any lawsuit, claim or proceeding before any court (each, a "Legal Proceeding") against the other party or any of its Representatives, except for (a) claims arising out of any facts not known by such party as of the date hereof, (b) any Legal Proceeding initiated primarily to remedy a breach of or to enforce this Agreement and (c) counterclaims with respect to any proceeding initiated by, or on behalf of one party or its Affiliates against the other party or its Affiliates; provided, however, that this Section 5 shall not prevent any party or any of its Representatives from responding to oral questions, interrogatories, requests for information or documents, subpoenas, civil investigative demands or similar processes (each, a "Legal Requirement") in connection with any Legal Proceeding if such Legal Proceeding has not been initiated by, on behalf of or at the direct or indirect suggestion of such party or any of its Representatives; provided, further, that in the event any party or any of its Representatives receives such Legal Requirement, such party shall give prompt written notice of such Legal Requirement to the other party (except where such notice would be legally prohibited or not practicable). Each party represents and warrants that neither it nor any assignee has filed any lawsuit against the other party.View More
Non-Disparagement. During Prior to the Standstill Period, Termination Date, the Company and Parent and each member of the Investor Group shall each refrain from making, and shall cause their respective Representatives Affiliates and its and their respective principals, directors, members, general partners, officers and employees not to make or cause to be made any statement or announcement, including in any document or report filed with or furnished to the SEC or through the press, media (including social media),...media, analysts or other persons, that constitutes an ad hominem attack on, or otherwise disparages, attempts to discredit, criticizes, calls into disrepute, defames, slanders, impugns or is reasonably likely to damage the reputation of, (a) in the case of statements or announcements by any member of the Investor Group or their related parties described above: Group: the Company, Parent or any of its Affiliates, subsidiaries their Affiliates,subsidiaries or Representatives, advisors, or any of its or their respective current or former officers, directors or employees, or the Company's corporate strategy, corporate activities, practices, procedures, business, business operations, products or services, or regarding any Extraordinary Transaction and (b) in the case of statements or announcements by the Company or its related parties described above: Parent: the members of the Investor Group or any of the their Affiliates, subsidiaries or Representatives, advisors, or any of their respective current or former officers, directors, members, general partners directors. Prior to the Termination Date. unless and until the Merger Agreement is terminated, the Investor Group shall not, nor shall it permit any of its Representatives to issue any press release, make any public statement, or employees. speak on the record or on background with the media that is negative regarding the Merger Agreement, Parent or Sub or their respective Affiliates, the Merger or any transactions related thereto. The restrictions in this Section 4 shall not: (1) not (a) apply to (i) in any compelled testimony or production of information, whether by legal process, subpoena or as part of a response to a request for information from any governmental or regulatory authority with jurisdiction over the party from whom information is sought, in each case, to the extent required, or (ii) to any disclosure that such party reasonably believes, after consultation with outside counsel, to be legally required by applicable law, rules or regulations; (2) or (b) prohibit any party from reporting what it reasonably believes, after consultation with outside counsel, to be violations of federal law or regulation to any governmental authority pursuant to Section 21F of the Exchange Act or Rule 21F promulgated thereunder; or (3) apply to efforts to enforce either party's rights pursuant to this Agreement in accordance with this Agreement. The limitations set forth in this Section thereunder. 4 shall not prevent any party from responding to any public statement made by the other party of the nature described in this Section 4 if such statement by the other party was made in breach of this Agreement. 7 5. No Litigation. During Prior to the Standstill Period, Termination Date, each party hereby covenants and agrees that it shall not, and shall not permit any of its Representatives to, directly or indirectly, alone or in concert with others, encourage, pursue or assist any other person to threaten or initiate, any lawsuit, claim or proceeding before any court (each, a "Legal Proceeding") against the other party or any of its Representatives, except for (a) claims arising out of any facts not known by such party as of the date hereof, (b) any Legal Proceeding initiated primarily to remedy a breach of or to enforce this Agreement and (c) (b) counterclaims with respect to any proceeding initiated by, or on behalf of one party or its Affiliates against the other party or its Affiliates; provided, however, that this Section 5 the foregoing shall not prevent any party or any of its Representatives from responding to oral questions, interrogatories, requests for information or documents, subpoenas, civil investigative demands or similar processes (each, a "Legal Requirement") in connection with any Legal Proceeding if such Legal Proceeding has not been initiated by, on behalf of or at the direct or indirect suggestion of such party or any of its Representatives; provided, further, that in the event any party or any of its Representatives receives such Legal Requirement, such party shall give prompt written notice of such Legal Requirement to the other party (except where such notice would be legally prohibited or not practicable). Each party represents and warrants that neither it nor any assignee has filed any lawsuit against the other party. View More
Non-Disparagement. During the Standstill Period, the Company and each member of the Investor Group shall each refrain from making, and shall cause their respective Representatives Affiliates and Associates and its and their respective principals, directors, members, general partners, officers and employees not to make or cause to be made any statement or announcement, including in any document or report filed with or furnished to the SEC or through the press, media (including social media), analysts or other perso...ns, that constitutes an ad hominem attack on, or otherwise disparages, attempts to discredit, criticizes, calls into disrepute, defames, slanders, impugns or is reasonably likely to damage the reputation of, (a) in the case of statements or announcements by any member of the Investor Group or their related parties described above: above (which for clarity, shall include ETF.com and ETF Stream): the Company, or any of its Affiliates, subsidiaries or Representatives, or any of its or their respective current or former officers, directors or employees, or the Company's corporate strategy, corporate activities, practices, procedures, business, business operations, products or services, or regarding any Extraordinary Transaction services and (b) in the case of statements or announcements by the Company or its related parties described above: the members of the Investor Group or any of their Affiliates, subsidiaries or Representatives, or any of their respective current or former officers, directors, members, general partners or employees. The restrictions in this Section 4 shall not: (1) apply to (i) any compelled testimony or production of information, whether by legal process, subpoena or as part of a response to a request for information from any governmental or regulatory 9 authority with jurisdiction over the party from whom information is sought, in each case, to the extent required, or (ii) any disclosure that such party reasonably believes, after consultation with outside counsel, to be legally required by applicable law, rules or regulations; (2) prohibit any party from reporting what it reasonably believes, after consultation with outside counsel, to be violations of federal law or regulation to any governmental authority pursuant to Section 21F of the Exchange Act or Rule 21F promulgated thereunder; or (3) apply to efforts to enforce either party's rights pursuant to this Agreement in accordance with this Agreement. Agreement or (3) apply to ETF.com and ETF Stream in respect of any editorial content which is published in relation to products or product sets issued, or launched by, the Company, to the extent such editorial content contains a critique or commentary of such products or product sets, provided that such critique or commentary is written in an objective manner that complies with professional journalistic standards, without input or oversight from any member of the Investor Group and in such a manner which is consistent (both in terms of frequency and substance) with coverage written by such publication in respect of other exchange traded product issuers. The limitations set forth in this Section 4 shall not prevent any party from responding to any public statement made by the other party of the nature described in this Section 4 if such statement by the other party was made in breach of this Agreement. 7 5. No Litigation. During the Standstill Period, each party hereby covenants and agrees that it shall not, and shall not permit any of its Representatives to, directly or indirectly, alone or in concert with others, encourage, pursue or assist any other person to threaten or initiate, any lawsuit, claim or proceeding before any court (each, a "Legal Proceeding") against the other party or any of its Representatives, except for (a) claims arising out of any facts not known by such party as of the date hereof, (b) any Legal Proceeding initiated primarily to remedy a breach of or to enforce this Agreement and (c) counterclaims with respect to any proceeding initiated by, or on behalf of one party or its Affiliates against the other party or its Affiliates; provided, however, that this Section 5 shall not prevent any party or any of its Representatives from responding to oral questions, interrogatories, requests for information or documents, subpoenas, civil investigative demands or similar processes (each, a "Legal Requirement") in connection with any Legal Proceeding if such Legal Proceeding has not been initiated by, on behalf of or at the direct or indirect suggestion of such party or any of its Representatives; provided, further, that in the event any party or any of its Representatives receives such Legal Requirement, such party shall give prompt written notice of such Legal Requirement to the other party (except where such notice would be legally prohibited or not practicable). Each party represents and warrants that neither it nor any assignee has filed any lawsuit against the other party.View More
Non-Disparagement. During Prior to the Standstill Period, Termination Date, the Company and each member of the Investor Group shall each refrain from making, and shall cause instruct their respective Representatives not to make or cause to be made made, any statement or announcement, including in any document or report filed with or furnished to the SEC or through the press, media (including social media), analysts or other persons, that constitutes an ad hominem attack on, or otherwise disparages, attempts to dis...credit, criticizes, calls into disrepute, defames, slanders, impugns or is reasonably likely to damage the reputation of, (a) in the case of statements or announcements by any member of the members of the Investor Group or their related parties described above: respective Representatives, the Company, or any of its Affiliates, subsidiaries or Representatives, or any of its or their respective current or former officers, directors or employees, or the Company's corporate strategy, corporate activities, practices, procedures, business, business operations, products or services, or regarding any Extraordinary Transaction services and (b) in the case of statements or announcements by the Company or its related parties described above: Representatives, the members of the Investor Group or any of their Affiliates, subsidiaries or Representatives, or any of their respective current or former officers, directors, members, general partners or employees. Representatives. The restrictions in this Section 4 shall not: (1) not (a) apply to (i) any compelled testimony or production of information, whether by legal process, subpoena or as part of a response to a request for information from any governmental or regulatory authority with jurisdiction over the party from whom information is sought, in each case, to the extent legally required, or (ii) any disclosure that such party reasonably believes, after consultation with outside 5 counsel, to be legally required by applicable law, rules or regulations; (2) (b) prohibit any party from reporting what it reasonably believes, after consultation with outside counsel, to be violations of federal law or regulation to any governmental authority pursuant to Section 21F of the Exchange Act or Rule 21F promulgated thereunder; or (3) (c) apply to efforts to enforce either party's rights pursuant to this Agreement in accordance with this Agreement. The limitations set forth in this Section 4 shall not prevent any party from responding to any public statement made by the other party of the nature described in this Section 4 if such statement by the other party was made in breach of this Agreement. 7 5. No Litigation. During the Standstill Period, each party hereby covenants and agrees that it shall not, and shall not permit any of its Representatives to, directly or indirectly, alone or in concert with others, encourage, pursue or assist any other person to threaten or initiate, any lawsuit, claim or proceeding before any court (each, a "Legal Proceeding") against the other party or any of its Representatives, except for (a) claims arising out of any facts not known by such party as of the date hereof, (b) any Legal Proceeding initiated primarily to remedy a breach of or to enforce this Agreement and (c) counterclaims with respect to any proceeding initiated by, or on behalf of one party or its Affiliates against the other party or its Affiliates; provided, however, that this Section 5 shall not prevent any party or any of its Representatives from responding to oral questions, interrogatories, requests for information or documents, subpoenas, civil investigative demands or similar processes (each, a "Legal Requirement") in connection with any Legal Proceeding if such Legal Proceeding has not been initiated by, on behalf of or at the direct or indirect suggestion of such party or any of its Representatives; provided, further, that in the event any party or any of its Representatives receives such Legal Requirement, such party shall give prompt written notice of such Legal Requirement to the other party (except where such notice would be legally prohibited or not practicable). Each party represents and warrants that neither it nor any assignee has filed any lawsuit against the other party.View More
Non-Disparagement. Executive agrees not to make any adverse or disparaging comments (oral or written, including but not limited to, via any form of electronic media) about Company, its affiliates, or any of their respective officers, directors, managers or employees which may tend to impugn or injure their reputation, goodwill and relationships with their past, present and future customers, employees or vendors or with the business community generally. The Company agrees to instruct those individuals who serve as ...its executive officers as of the Termination Date not to make any adverse or disparaging comments (oral or written, including but not limited to, via any form of electronic media) about Executive which may tend to impugn or injure his reputation, good will and business, civic or professional relationships. Nothing in this Section 7 is intended to prohibit, limit or prevent Executive, Company or the Company's executive officers from providing truthful testimony in a court of law, to a regulatory or law enforcement agency or pursuant to a properly issued subpoena, and such testimony would not be deemed to be a violation of this Section 7.View More
Non-Disparagement. Executive agrees not to make any adverse or disparaging comments (oral or written, including but not limited to, via any form of electronic media) about the Company, its affiliates, or any of their respective officers, directors, managers or employees which may tend to impugn or injure their reputation, goodwill and relationships with their past, present and future customers, employees or vendors or with the business community generally. The Company agrees to instruct those individuals who serve... as its executive officers as of the Termination Date not to make any adverse or disparaging comments (oral or written, including but not limited to, via any form of electronic media) about Executive which may tend to impugn or injure his reputation, good will and business, civic or professional relationships. Nothing in this Section 7 is intended to prohibit, limit or prevent Executive, Company or the Company's executive officers Executive from providing truthful testimony in a court of law, to a regulatory or law enforcement agency or pursuant to a properly issued subpoena, and such testimony would not be deemed to be a violation of this Section 7. The Company agrees that the Company will not, and will instruct the members of the Board and its senior executives not to, make any adverse or disparaging comments (oral or written, including but not limited to, via any form of electronic media) about Executive which may tend to impugn or injure Executive's reputation or goodwill, or contribute to Executive being held in disrepute by the public or any future employer of Executive. View More
Non-Disparagement. Subject to Section 12 of this Agreement, the Executive agrees not to take any action or make any statements, written or oral, that are disparaging about or adverse to the business interests of the Company or any of its affiliates or its or their products, services or current or former officers, directors, shareholders, employees, managers or agents. For its part, the Company will instruct in writing the members of the Board as well as the Company's executive management team not to take any actio...n or make any statements, whether written or oral, that are disparaging about or adverse to the Executive. These non-disparagement obligations shall not apply to truthful testimony in any legal proceeding.View More
Non-Disparagement. Subject to Section 12 14 of this Agreement, the Executive agrees not to take any action or make any statements, written or oral, that are disparaging about or adverse to the business interests of the Company or any of its affiliates or its or their products, services or current or former officers, directors, shareholders, employees, managers or agents. For its part, the Company will instruct in writing the members of the Board as well as the Company's executive management team not to take any ac...tion or make any statements, whether written or oral, that are disparaging about or adverse to the Executive. These non-disparagement obligations shall not apply to truthful testimony in any legal proceeding. View More
Non-Disparagement. Subject to Section 12 11 of this Agreement, the Executive agrees not to take any action or make any statements, written or oral, that are disparaging about or adverse to the business interests of the Company or any of its affiliates or its or their products, services or current or former officers, directors, shareholders, employees, managers or agents. For its part, within two business days after the Executive executes this Agreement, the Company will shall instruct in writing the members of the... Company's Board of Directors as well as the Company's executive management team not to take any action or make any statements, whether written or oral, that are disparaging about or adverse to the Executive. These non-disparagement obligations shall not apply to truthful testimony in any legal proceeding. View More
Non-Disparagement. Subject to Section 12 of this Agreement, the Executive agrees not to take any action or make any statements, written or oral, that are disparaging about or adverse to the business interests of the Company or any of its affiliates or its or their products, services or current or former officers, directors, shareholders, employees, managers or agents. For its part, the Company In addition, Executive will instruct in writing the members of the Board as well as the Company's executive management tea...m not to take any action or make any statements, whether written or oral, that are disparaging about or adverse to his employment with the Executive. Company. These non-disparagement obligations shall not apply to truthful testimony in any legal proceeding. View More
Non-Disparagement. You agree, other than with regard to employees in the good faith performance of your duties with the Company while employed by the Company, both during and for five (5) years after your employment with the Company terminates, not to knowingly disparage the Company or its officers, directors, employees or agents in any manner likely to be harmful to it or them or its or their business, business reputation or personal reputation. This paragraph shall not be violated by statements by you which are ...truthful, complete and made in good faith in response to legal process or governmental inquiry or as allowed by applicable law. You also agree that any breach of this non-disparagement provision by you shall be deemed a material breach of this agreement.View More
Non-Disparagement. You agree, other than with regard to employees in the good faith performance of your duties with the Company while employed by the Company, both during and for five (5) years after your employment with the Company terminates, not to knowingly disparage the Company or its officers, directors, employees or agents in any manner likely to be materially harmful to it or them or its or their business, business reputation or personal reputation. This paragraph shall not be violated by statements by fro...m you which are truthful, complete and made in good faith in required response to legal process or governmental inquiry or as allowed by applicable law. inquiry. You also agree that any breach of this non-disparagement provision by you shall be deemed a material breach of this agreement. offer letter. Likewise, the Company agrees not to disparage you or your business or personal reputation, provided, however, that this paragraph shall not be violated by statements from the company which are truthful, complete, and made in good faith in required governmental disclosures in response to legal or governmental inquiry. The Company agrees that its breach of this non-disparagement provision shall be deemed a material breach of this Agreement. View More
Non-Disparagement. You agree, other than with regard to employees in the good faith performance of your duties with the Company while employed by the Company, both during and for five (5) two (2) years after your employment with the Company terminates, terminates for any reason, not to knowingly disparage the Company or its officers, directors, employees or agents in any manner likely to be harmful to it or them or its or their business, business reputation or personal reputation. This paragraph shall will not be ...deemed to be violated by statements by you which that are truthful, materially complete and made in good faith in required response to legal process or governmental inquiry or as allowed by applicable law. You also agree that any breach of this non-disparagement provision by you shall be deemed a material breach of this agreement. inquiry. View More
Non-Disparagement. You agree, other than with regard to employees in the good faith performance of your duties with the Company while employed by the Company, both during and for five (5) years after your employment with the Company terminates, not to knowingly disparage the Company or its officers, directors, employees or agents in any manner likely to be harmful to it or them or its or their business, business reputation or personal reputation. The Company will instruct its Chief Executive and the named executiv...e officers of the Company, other than in the good faith performance of their duties to the Company or in connection with their fiduciary duties to the Company and applicable law, both during and for five (5) years after your employment with the Company terminates, not to knowingly disparage you in any manner likely to be harmful to you or your business reputation or personal reputation. This paragraph shall not be violated by statements by you from either party which are truthful, complete and made in good faith in required response to legal process or governmental inquiry or as allowed by applicable law. inquiry. You also agree that any breach of this non-disparagement provision by you shall be deemed a material breach of this agreement. offer letter. View More
Non-Disparagement. Both during and after Executive's employment with the Company, Executive shall refrain from any disparagement, defamation, libel, or slander of any of the Company and Related Companies. Executive further agrees to refrain from any tortious interference with the contracts and relationships of any of Company and Related Companies. This Section 14(a) does not prohibit Executive from disclosing illegal acts that occurred at, or is related to, the Company's workplace. Both during and after Executive'...s employment with the Company, the Board, President and Executive Vice Presidents (collectively, the "Company Representatives") shall refrain from any disparagement, defamation, libel, or slander of any of Executive. Nothing in this Section 14(b) shall prohibit the Company Representatives from discussing with third parties, including, but not limited to, reference requests from Executive's future employers, regarding: (i) Executive's date of employment; (ii) the status of Executive's employment with the Company, if any at the time. Furthermore, nothing in this Section 14(b) shall prohibit the Company Representatives from engaging in internal discussions within the Company regarding Executive's performance or the satisfaction or execution of Executive's duties, responsibility, obligations, or authority.View More
Non-Disparagement. Both during and after Executive's employment with the Company, Executive shall refrain from any disparagement, defamation, libel, or slander of any of the Company and Related Companies. Executive further agrees to refrain from any tortious interference with the contracts and relationships of any of Company and Related Companies. This Section 14(a) does not prohibit Executive from disclosing illegal acts that occurred at, or is related to, the Company's workplace. Both during and after Executive'...s employment with the Company, the Board, President and Executive Vice Presidents (collectively, the "Company Representatives") shall refrain from any disparagement, defamation, libel, or slander of any of Executive. Nothing in this Section 14(b) shall prohibit the Company Representatives from discussing with third parties, including, but not limited to, reference requests from Executive's future employers, regarding: (i) Executive's date of employment; (ii) the status of Executive's employment with the Company, if any at the time. Furthermore, nothing in this Section 14(b) shall prohibit the Company Representatives from engaging in internal discussions within the Company regarding Executive's performance or the satisfaction or execution of Executive's duties, responsibility, obligations, or authority. 15. Equitable Remedies. Executive acknowledges and agrees that the Company and Related Companies could be irreparably damaged in the event that any provision of this Agreement were breached and that money damages could be an inadequate remedy for any such nonperformance or breach. Executive agrees that, to the extent permissible under applicable law, the Company shall be entitled, in addition to all other rights and remedies existing in their favor, to seek injunctive or other equitable relief (including a temporary restraining order, a preliminary injunction, and a final injunction) against Executive to prevent any actual or threatened breach of any of such provisions and to enforce such provisions specifically in any court of the United States or any state having jurisdiction, without the necessity of posting a bond or other security or of proving actual damages. View More
Non-Disparagement. The Executive agrees that he will not, whether during his provision of services to the Company or thereafter, directly or indirectly, make, cause to be made, or ratify any statement, public or private, oral or written, to any person that disparages, either professionally or personally, the Company or any of its affiliates, past and present, and each of them, as well as its and their trustees, directors, officers, agents, attorneys, insurers, employees, stockholders, representatives, assigns, and... successors, past and present, and each of them.View More
Non-Disparagement. The Executive agrees You agree that he you will not, whether during his provision of services to the Company your employment or thereafter, directly or indirectly, make, cause to be made, make or ratify any statement, statement. public or private, oral or written, to any person that disparages, either professionally or personally, the Company or any of its affiliates, past and present, and each of them, as well as its and their trustees, directors, officers, members, managers, partners, agents, ...attorneys, insurers, employees, stockholders, representatives, assigns, and successors, past and present, and each of them. View More
Non-Disparagement. The Executive agrees that he will not, whether during his provision of services to the Company employment or thereafter, directly or indirectly, make, cause to be made, make or ratify any statement, public or private, oral or written, to any person that disparages, either professionally or personally, the Company or any of its subsidiaries or affiliates, 11 past and present, and each of them, as well as its and their trustees, directors, officers, members, managers, partners, agents, attorneys, ...insurers, employees, stockholders, representatives, assigns, and successors, past and present, and each of them. The Company agrees that during Executive's employment and thereafter, it will not and will cause its trustees, directors, officers, members, managers, partners, assigns and successors, past and present, and each of them, not to, directly or indirectly, make or ratify any statement, public or private, oral or written, to any person that disparages, either professionally or personally. Notwithstanding the foregoing, nothing in this Agreement shall prohibit the Company or Executive from making truthful statements when required by law. View More
Non-Disparagement. The Executive understands and agrees that, as a condition of the Severance Benefits described herein he shall not make any false, disparaging or derogatory statements to any media outlet, industry group, financial institution or current or former employee, consultant, client or customer of the Company regarding the Company or any of its current or former directors, officers, employees, agents or representatives or about the Company's business affairs or financial condition. The Company agrees to... instruct its Senior Management not to make any false, disparaging or derogatory statements about the Executive to any media outlet, industry group, financial institution or current or former employee, consultant, client or customer of the Company.View More
Non-Disparagement. The Executive understands and agrees that, as a condition of the Severance Benefits described herein he that she shall not make any false, disparaging or derogatory statements to any media outlet, industry group, financial institution or current or former employee, consultant, client or client, customer of the Company or other person or entity regarding the Company or any of its current or former directors, officers, employees, agents or representatives or about the Company's business affairs or... and financial condition. The Company agrees to instruct its Senior Management not to make any false, disparaging or derogatory statements about the Executive to any media outlet, industry group, financial institution or current or former employee, consultant, client or customer of the Company.View More
Non-Disparagement. The Executive understands and agrees that, as a condition of the Severance Benefits described herein he shall not at any time make any false, disparaging or derogatory statements to any media outlet, industry group, financial institution or current or former employee, consultant, client or customer of the Company regarding the Company or any of its current or former directors, officers, employees, agents or representatives or about the Company's business affairs or financial condition. The Compa...ny agrees to instruct its Senior Management not to make any false, disparaging or derogatory statements about the Executive to any media outlet, industry group, financial institution or current or former employee, consultant, client or customer of the Company.View More
