Non-Disparagement Contract Clauses (2,156)

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. You agree that you will make no disparaging or defamatory comments regarding any member of the Company Group or their respective current or former directors, officers, employees, members, stockholders (including any management company of a stockholder), or affiliates in any respect or make any comments concerning any aspect of your relationship with any member of the Company Group or the conduct or events which precipitated your termination of employment from any member of the Company Group. You...r obligations under this paragraph 9 extend to, but are not limited to, text messages, e-mail communications, and comments or postings on blogs, comment boards or social media websites including, but not limited to, Facebook, Twitter or LinkedIn. The Company will not, and will instruct its officers, directors and its investor relations personnel not to make any disparaging statements concerning you or your performance as an executive officer of the Company. This 6 paragraph 9 shall not prevent the truthful testimony by any individual or entity in a legal proceeding or pursuant to a governmental, administrative or regulatory investigation. View More
Non-Disparagement. You agree Each party agrees that you it will make no disparaging or defamatory comments regarding the other. As to the Company, you agree not to make any disparaging or defamatory comments regarding any member of the Company Group or their respective current or former directors, officers, employees, members, stockholders (including any management company of a stockholder), or affiliates in any respect or make any comments concerning any aspect of your relationship with any member of the Company ...Group or the conduct or events which precipitated your termination of employment from any member of the Company Group. Your The obligations under this paragraph Paragraph 9 extend to, but are not limited to, text messages, e-mail communications, and comments or postings on blogs, comment boards or social media websites including, but not limited to, Facebook, Twitter Facebook or LinkedIn. The Company will not, and will instruct its officers, directors and its investor relations personnel not to make any disparaging statements concerning you or your performance as an executive officer of the Company. This 6 paragraph Paragraph 9 shall not prevent the truthful testimony by any individual or entity in a legal proceeding or pursuant to a governmental, administrative or regulatory investigation. View More
Non-Disparagement. You agree that you will make no disparaging or defamatory comments regarding any member of the Company Group or their respective current 6 or former directors, officers, employees, members, stockholders (including any management company of a stockholder), or affiliates in any respect or make any comments concerning any aspect of your relationship with any member of the Company Group or the conduct or events which precipitated your termination of employment from any member of the Company Group. Y...our obligations under this paragraph 9 10 extend to, but are not limited to, text messages, e-mail communications, and comments or postings on blogs, comment boards or social media websites including, but not limited to, Facebook, Twitter or LinkedIn. The Company will not, and will instruct its officers, directors and its investor relations personnel not to make any disparaging statements concerning you or your performance as an executive officer of the Company. This 6 paragraph 9 10 shall not prevent the truthful testimony by any individual or entity in a legal proceeding or pursuant to a governmental, administrative or regulatory investigation. View More
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Non-Disparagement. Both during and after the Employment Term, the Executive and the Company (through its officers and directors) agree not to disparage the other party, and the other party's officers, directors, employees, shareholders, affiliates and agents, in any manner likely to be harmful to them or their business, business reputation or personal reputation; provided that both the Executive and the Company may respond accurately and fully to any question, inquiry or request for information when required by le...gal process and provided further that nothing in this Section 21 shall preclude any party from making truthful statements that are reasonably necessary or to enforce or defend the party's rights under this Agreement. View More
Non-Disparagement. Both during and after the Employment Term, the Executive Williams and the Company (through its officers and directors) agree not to disparage the other party, and the other party's officers, directors, employees, shareholders, affiliates shareholders and agents, in any manner likely to be harmful to them or their business, business reputation or personal reputation; provided that both the Executive Williams and the Company may respond accurately and fully to any question, inquiry or request for ...information when required by legal process and provided further that nothing in this Section 21 10 shall preclude any party the Company or Williams from making truthful statements that are reasonably necessary or to enforce or defend the party's rights under this Agreement. View More
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Non-Disparagement. You agree not to disparage the Company, its officers, directors, employees, shareholders, parents, subsidiaries, affiliates, and agents, in any manner likely to be harmful to its or their business, business reputation, or personal reputation; provided that you may respond accurately and fully to any request for information if required by legal process or in connection with a government investigation. In addition, nothing in this provision or this Agreement is intended to prohibit or restrain you... in any manner from making disclosures protected under the whistleblower provisions of federal or state law or regulation or other applicable law or regulation or as set forth in the section of this Agreement entitled "Protected Rights." In response to any reference request from a prospective employer, the Company will only confirm your dates of employment and positions held. View More
Non-Disparagement. You agree not to disparage the Company, its officers, directors, employees, shareholders, parents, subsidiaries, affiliates, and agents, agents (provided that with respect to any of the afore-mentioned parties who are individuals, only while such individuals serve in such positions), in any manner likely to be that is harmful to its or their business, business reputation, or personal reputation; the Company agrees not to disparage you in any manner that is harmful to you or your business, busine...ss reputation, or personal reputation; provided that you either party may respond accurately and fully to any request for information if required by legal process or in connection with a government investigation. In addition, nothing in this provision or this Agreement is intended to prohibit or restrain you in any manner from making disclosures protected under the whistleblower provisions of federal or state law or regulation or other applicable law or regulation or as set forth in the section of this Agreement entitled "Protected Rights." In response to any reference request from a prospective employer, the Company will only confirm your dates of employment and positions held. View More
Non-Disparagement. You agree not to disparage the Company, its officers, directors, employees, shareholders, parents, subsidiaries, affiliates, and agents, in any manner likely to be harmful to its or their business, business reputation, or personal reputation; reputation, and the Company agrees (through its officers and directors) not to disparage you in any manner likely to be harmful to your personal or professional reputations; provided that both you and the Company may respond accurately and fully to any requ...est for information if required by legal process or in connection with a government investigation. In addition, nothing in this provision or this Agreement is intended to prohibit or restrain you in any manner from making disclosures protected under the whistleblower provisions of federal or state law or regulation or other applicable law or regulation or as set forth in the section of this Agreement entitled "Protected Rights." In response to any reference request from a prospective employer, the Company will only confirm your dates of employment and positions held. View More
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Non-Disparagement. (a) At all times hereafter, Executive will not disparage or criticize, orally or in writing, the business, products, policies, decisions, directors, officers or employees of the Company or any of its operating divisions, subsidiaries or affiliates to any person. (b) At all times hereafter, the Company and its officers, directors, employees and agents will not disparage or criticize, orally or in writing, Executive; provided that the foregoing shall not be construed to prevent either party from t...estifying truthfully before any court, tribunal or other legal proceeding. The Executive understands that the Company's non-disparagement obligations under this section extend only to the Company's Board of Directors and officers that report directly to the Chief Executive Officer of the Company and only for so long as each individual is an employee or director of the Company. View More
Non-Disparagement. (a) At all times hereafter, Executive will not disparage or criticize, orally or in writing, the business, products, policies, decisions, directors, officers or employees of the Company Group or any of its operating divisions, subsidiaries or affiliates to any person. (b) At all times hereafter, the Company Group and its officers, directors, employees officers and agents directors will not disparage or criticize, orally or in writing, Executive; provided that the foregoing shall not be construed... to prevent either party from testifying truthfully before any court, tribunal or other legal proceeding. The Executive understands that the Company's Company Group's non-disparagement obligations under this section extend only to the Company's Board of Directors and officers that report directly to the Chief Executive Officer of the Company and only for so long as each individual is an employee or director of the Company. Company Group. View More
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Non-Disparagement. Employee will refrain from making negative or disparaging remarks about the Company or the Company Releasees. Employee will not provide information or issue statements regarding the Company or the Company Releasees, or take any other action, that would cause the Company or the Company Releasees embarrassment or humiliation or otherwise cause or contribute to them being held in disrepute. Nothing in this Agreement shall be deemed to preclude Employee from providing truthful testimony or informati...on pursuant to subpoena, court order, or similar legal process, or from providing truthful information to government or regulatory agencies. View More
Non-Disparagement. Employee will refrain from making negative or disparaging remarks about the Company Employer or the Company Employer Releasees. Employee will not provide information or issue statements regarding the Company Employer or the Company Employer Releasees, or take any other action, that would cause the Company Employer or the Company Employer Releasees embarrassment or humiliation or otherwise cause or contribute to them their being held in disrepute. Nothing in this Agreement shall be deemed to prec...lude Employee from providing truthful testimony or information pursuant to subpoena, court order, or similar legal process, or from providing truthful information to government or regulatory agencies. View More
Non-Disparagement. Employee will refrain from making negative or disparaging remarks about the Company or the Company Releasees. Employee will not provide information or issue statements regarding the Company or the Company Releasees, or take any other action, that would cause the Company or the Company Releasees embarrassment or humiliation or otherwise cause or contribute to them being held in disrepute. Likewise, the Company and Parent Company will not cause their directors, officers, managers, employees, or ag...ents to provide information or issue statements regarding Employee, or take any other action, that would cause Employee embarrassment or humiliation or otherwise cause or contribute to Employee being held in disrepute, and upon notice in the event of any such disparagement by any agent of the Company or Parent Company, the Company or Parent Company, as applicable, shall direct such agent to cease any such disparagement. Nothing in this Agreement shall be deemed to preclude Employee Employee, or the Company, the Parent Company or their directors, officers, managers, employees, or agents, from providing truthful testimony or information statements in a legal or arbitration proceeding or pursuant to subpoena, court order, or similar legal process, or from providing truthful information to government or regulatory agencies. View More
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Non-Disparagement. The Employee, during the Employment Term and at all times thereafter, shall not make any derogatory comment concerning the Company or any of its current or former directors, officers, stockholders or employees. Similarly, the then current (i) members of the Board and (ii) members of the Company's senior management shall not make any derogatory comment concerning the Employee. Notwithstanding anything to the contrary herein, the Employee understands that nothing in this Agreement restricts or pro...hibits the Employee from initiating communications directly with, responding to any inquiries from, providing testimony before, providing confidential information to, reporting possible violations of law or regulation to, or from filing a claim or assisting with an investigation directly with a self-regulatory authority or a government agency or entity, or from making other disclosures that are protected under the whistleblower provisions of state or federal law or regulation, and pursuant to 18 USC § 1833(b), an individual may not be held liable under any criminal or civil federal or state trade secret law for disclosure of a trade secret: (i) made in confidence to a government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law or (ii) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Additionally, an individual suing an entity for retaliation based on the reporting of a suspected violation of law may disclose a trade secret to the individual's attorney and use the trade secret information in the court proceeding, so long as any document containing the trade secret is filed under seal and the individual does not disclose the trade secret except pursuant to court order. Nothing in this Agreement is intended to conflict with 18 USC § 1833(b) or create liability for disclosures of trade secrets that are expressly allowed by 18 USC § 1833(b). 6 8. Cooperation. During and after the Employment Term, the Employee shall cooperate fully with the Company in the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of the Company which relate to events or occurrences that transpired during anytime in which the Employee was employed by the Company. The Company shall fairly compensate the Employee for his time and shall reimburse him for any reasonable out-of-pocket expenses incurred in connection with the Employee's performance of obligations pursuant to this Section 8. The Employee's full cooperation in connection with such claims or actions shall include, but not be limited to, being available to meet with counsel to prepare for discovery or trial and to act as a witness for the Company at mutually convenient times. View More
Non-Disparagement. The Employee, Executive, during the Employment Term and at all times thereafter, shall not make any derogatory comment concerning the Company or any of its current or former directors, officers, stockholders or employees. Similarly, the then current (i) members of the Board and (ii) members of the Company's senior management shall not make any derogatory comment concerning the Employee. Executive. Notwithstanding anything to the contrary herein, the Employee Executive understands that nothing in... this Agreement restricts or prohibits the Employee Executive from initiating communications directly with, responding to any inquiries from, providing testimony before, providing confidential information to, reporting possible violations of law or regulation to, or from filing a claim or assisting with an investigation directly with a self-regulatory authority or a government agency or entity, or from making other disclosures that are protected under the whistleblower provisions of state or federal law or regulation, and pursuant to 18 USC § 1833(b), an individual may not be held liable under any criminal or civil federal or state trade secret law for disclosure of a trade secret: (i) made in confidence to a government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law or (ii) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Additionally, an individual suing an entity for retaliation based on the reporting of a suspected violation of law may disclose a trade secret to the individual's attorney and use the trade secret information in the court proceeding, so long as any document containing the trade secret is filed under seal and the individual does not disclose the trade secret except pursuant to court order. Nothing in this Agreement is intended to conflict with 18 USC § 1833(b) or create liability for disclosures of trade secrets that are expressly allowed by 18 USC § 1833(b). 6 8. Cooperation. During and after the Employment Term, the Employee shall cooperate fully with the Company in the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of the Company which relate to events or occurrences that transpired during anytime in which the Employee was employed by the Company. The Company shall fairly compensate the Employee for his time and shall reimburse him for any reasonable out-of-pocket expenses incurred in connection with the Employee's performance of obligations pursuant to this Section 8. The Employee's full cooperation in connection with such claims or actions shall include, but not be limited to, being available to meet with counsel to prepare for discovery or trial and to act as a witness for the Company at mutually convenient times. View More
Non-Disparagement. The Employee, during During the Employment Consulting Term and at all times thereafter, neither VAMI nor the Assigned Consultant shall not make any derogatory comment concerning the Company or any of its current or former directors, officers, stockholders or employees. Similarly, the then current (i) members of the Board and (ii) members of the Company's senior management shall not make any derogatory comment concerning VAMI and the Employee. Assigned Consultant. Notwithstanding anything to the ...contrary herein, VAMI and the Employee Assigned Consultant understands that nothing in this Agreement restricts or prohibits VAMI and the Employee Assigned Consultant from initiating communications directly with, responding to any inquiries from, providing testimony before, providing confidential information to, reporting possible violations of law or regulation to, or from filing a claim or assisting with an investigation directly with a self-regulatory authority or a government agency or entity, or from making other disclosures that are protected under the whistleblower provisions of state or federal law or regulation, and pursuant to 18 USC § 1833(b), an individual may not be held liable under any criminal or civil federal or state trade secret law for disclosure of a trade secret: (i) made in confidence to a government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law or (ii) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Additionally, an individual suing an entity for retaliation based on the reporting of a suspected violation of law may disclose a trade secret to the individual's attorney and use the trade secret information in the court proceeding, so long as any document containing the trade secret is filed under seal and the individual does not disclose the trade secret except pursuant to court order. Nothing in this Agreement is intended to conflict with 18 USC § 1833(b) or create liability for disclosures of trade secrets that are expressly allowed by 18 USC § 1833(b). 6 8. Cooperation. During and after the Employment Term, the Employee shall cooperate fully with the Company in the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of the Company which relate to events or occurrences that transpired during anytime in which the Employee was employed by the Company. The Company shall fairly compensate the Employee for his time and shall reimburse him for any reasonable out-of-pocket expenses incurred in connection with the Employee's performance of obligations pursuant to this Section 8. The Employee's full cooperation in connection with such claims or actions shall include, but not be limited to, being available to meet with counsel to prepare for discovery or trial and to act as a witness for the Company at mutually convenient times. View More
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Non-Disparagement. Following the Effective Date, you agree to refrain from making any disparaging, negative or uncomplimentary statements or communications, whether public or private, regarding Lipocine or any other members of the Company Group or any of the Company Parties. As used in this paragraph, "disparaging" means anything unflattering and/or negative, whether such communication is true or untrue. You further agree not to serve as an expert witness adverse to Lipocine in any investigations or legal proceedi...ngs or disparage any member of the Company Group or any of the Company Parties to any future employer or party engaging you as a consultant. Nothing in this Agreement shall be construed to prohibit you from filing a charge or complaint, including a challenge to the validity of the waiver provision of this Agreement, with the Equal Employment Opportunity Commission or participating in any investigation conducted by the Equal Employment Opportunity Commission, though you have waived any right to monetary relief, or otherwise complying with your obligations to provide truthful testimony or information as required by a court or by statute. View More
Non-Disparagement. Following the Effective Date, you agree to refrain from making any statement, directly or indirectly that is false, disparaging, negative misleading or uncomplimentary statements untrue, either oral or communications, written, whether public or private, regarding Lipocine or any other members of the Company Group or any of the Company Parties. As used You further agree that you will not at any time disparage or defame Lipocine or any other members of the Company Group or any of the Company Parti...es or any of their respective reputations in this paragraph, "disparaging" means anything unflattering and/or negative, whether such communication is true or untrue. any way. You further agree not to serve as an expert witness adverse to Lipocine in any investigations or legal proceedings or disparage any member of the Company Group or any of the Company Parties to any future employer or party engaging you as a consultant. Nothing in this Agreement shall be construed to prohibit you from filing a charge or complaint, including a challenge to the validity of the waiver provision of this Agreement, with the Equal Employment Opportunity Commission or participating in any investigation conducted by the Equal Employment Opportunity Commission, though you have waived any right to monetary relief, or otherwise complying with your obligations to provide truthful testimony or information as required by a court or by statute. For its part, Lipocine, agrees and agrees to cause its officers and directors, not to directly or indirectly make any false, disparaging, misleading or untrue statement, either oral or written, whether public or private, regarding you or your employment. Lipocine, for itself and its officers and directors further agrees that it will not at any time disparage or defame you or your reputation in any way. Notwithstanding anything herein to the contrary, Lipocine, and its officers and directors may adhere to a policy of not commenting on your prior employment when asked by third parties and such policy shall not be deemed a violation of this Section 9. View More
Non-Disparagement. Following For a period of two (2) years following the Effective Date, (a) you agree to refrain from making any disparaging, negative or uncomplimentary statements or communications, whether public or private, regarding Lipocine Profire or any other members of the Company Group and (b) Profire agrees to refrain from making any disparaging, negative or any of the Company Parties. uncomplimentary statements or communications, whether public or private, regarding you. As used in this paragraph, "dis...paraging" means anything unflattering and/or negative, whether such communication is true or untrue. You further agree not to serve as an expert witness adverse to Lipocine in any investigations or legal proceedings or disparage any member of the Company Group or any of the Company Parties to any future employer or party engaging you as a consultant. Nothing in this Agreement shall be construed to prohibit you from filing a charge or complaint, including a challenge to the validity of the waiver provision of this Agreement, with the Equal Employment Opportunity Commission or participating in any investigation conducted by the Equal Employment Opportunity Commission, though you have waived any right to monetary relief, or otherwise complying with your obligations to provide truthful testimony or information as required by a court or by statute. View More
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Non-Disparagement. (a) Executive agrees that during the Employment Term and thereafter, he will not, directly or indirectly, publicly or privately, make, publish or solicit, or encourage others to make, publish or solicit, any disparaging statements, comments, announcements, or remarks concerning the Company or its affiliates, or any of their respective past and present directors, officers or employees, other than, during the Employment Term, in the good faith performance of Executive's duties to the Company. 8 (b...) The Company agrees that during the Employment Term and thereafter, it will cause its then-current directors, executive officers and authorized spokespersons not, directly or indirectly, publicly or privately, to make, publish or solicit, or encourage others to make, publish or solicit, any disparaging statements, comments, announcements, or remarks concerning Executive (insofar as they relate to the performance of his duties during the Employment Term) or Executive's employment with the Company. View More
Non-Disparagement. (a) Executive agrees that during the Employment Term and thereafter, he will not, directly or indirectly, publicly or privately, make, publish or solicit, or encourage others to make, publish or solicit, any disparaging statements, comments, announcements, or remarks concerning the Company or its affiliates, or any of their respective past and present directors, officers or employees, other than, during the Employment Term, in the good faith performance of Executive's duties to the Company. 8 (b...) The Company agrees that during the Employment Term and thereafter, it will cause its then-current directors, executive officers and authorized spokespersons not, directly or indirectly, publicly or privately, to make, publish or solicit, or encourage others to make, publish or solicit, any disparaging statements, comments, announcements, or remarks concerning Executive (insofar as they relate to the performance of his duties during the Employment Term) or Executive's employment with the Company. View More
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Non-Disparagement. (a) Executive agrees that he will not do or say anything that could reasonably be expected to disparage or impact negatively the name or reputation in the marketplace of the Company or any of its affiliates, employees, officers, directors, stockholders, members, principals or assigns. Subject to Executive's continuing obligations to comply with Section 8 (Confidential Information) of the Employment Agreement as provided herein, nothing in this Section 8 shall preclude Executive from responding t...ruthfully to any legal process or truthfully testifying in a legal or regulatory proceeding, provided that, to the extent permitted by law, Executive promptly informs the Company of any such obligation prior to participating in any such proceedings. (b) The Company agrees that it will not release any information or make any statements, and its officers and directors shall not do or say anything that could reasonably be expected to disparage or impact negatively the name or reputation in the marketplace of Executive. Nothing herein shall preclude the Company or any of its affiliates, employees, officers, directors, stockholders, members, principals or assigns from responding truthfully to any legal process or truthfully testifying in a legal or regulatory proceeding, provided that to the extent permitted by law, the Company will promptly inform Executive in advance if it has reason to believe such response or testimony will directly relate to Executive, or preclude the Company from complying with applicable disclosure requirements. View More
Non-Disparagement. (a) Executive agrees that he will not do or say anything that could reasonably be expected to disparage or impact negatively the name or reputation in the marketplace of the Company or of any entity or individual known by Executive to be an affiliate, employee, officer, director, stockholder, members, principal or assign of any of its affiliates, employees, officers, directors, stockholders, members, principals or assigns. the foregoing. Subject to Executive's continuing obligations to comply wi...th Section 8 10 (Confidential Information) of the Employment Agreement Severance Arrangement as provided herein, nothing in this Section 8 7 shall preclude Executive from (i) responding truthfully to any legal process or truthfully testifying in a legal or regulatory proceeding, provided that, to the extent permitted by law, Executive promptly informs the Company of any such obligation prior to participating in any such proceedings. proceedings, or (ii) responding truthfully to any statements made in material breach of Section 7(b) hereof. (b) The Company agrees that it will not release any information or make any statements, and its officers and directors shall not do or say anything that could reasonably be expected to disparage or impact negatively the name or reputation in the marketplace of Executive. Nothing herein shall preclude the Company or any of its affiliates, employees, officers, directors, stockholders, members, principals or assigns from (i) responding truthfully to any legal process or truthfully testifying in a legal or regulatory proceeding, provided that to the extent permitted by law, the Company will promptly inform Executive in advance if it has reason to believe such response or testimony will directly relate to 3 Executive, or preclude the Company from (ii) complying with applicable disclosure requirements. requirements, or (iii) responding truthfully to any statements made in material breach of Section 7(a) hereof. View More
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Non-Disparagement. The Employee agrees not to make any disparaging or negative statements about the Company, its services or its current or former directors, officers, supervisors, managers, or employees. The Company shall refrain, and shall use reasonable efforts to cause its directors and executive officers to refrain, from making any disparaging or negative statements about the Employee or the Employee's services to the Company. Statements made in the course of any litigation, or legal or regulatory proceeding,... whether disparaging or negative, are excluded from the coverage of this Paragraph. View More
Non-Disparagement. The Employee agrees not to make any disparaging or negative statements about the Company, its services or its current or former directors, officers, supervisors, managers, or employees. The Company shall refrain, and shall use reasonable efforts to cause its directors and executive officers to refrain, from making any disparaging or negative statements about the Employee or the Employee's services to the Company. Statements made in the course of any litigation, or legal or regulatory proceeding,... whether disparaging or negative, are excluded from the coverage of this Paragraph. View More
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