Grouped Into 31 Collections of Similar Clauses From Business Contracts
This page contains Other Agreements clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Other Agreements. The Consultant represents that his performance of all of the terms of this Agreement do not and will not breach any agreement with any third party to which the Consultant is a party (including, without limitation, any nondisclosure or non-competition agreement), and that the Consultant will not disclose to the Company or induce the Company to use any trade secrets, confidential or proprietary information or material belonging to any current or previous employer or others.
Other Agreements. The Consultant represents that his performance of all of the terms of this Consulting Agreement and the performance of his duties as a consultant of the Company do not and will not breach any agreement with any third party to which the Consultant is a party (including, (including without limitation, limitation any nondisclosure or non-competition agreement), and that the Consultant will not disclose to the Company or induce the Company to use any trade secrets, confidential or proprietary inform...ation or material belonging to any current or previous employer or others. others, except for any confidential or proprietary information or material belonging to the Company which the Consultant used or accessed during his employment for the Company. View More
Other Agreements. The Consultant Executive represents that his performance of all of the terms of this Agreement and the performance of his duties as an employee of the Company do not and will not breach any agreement with any third party to which the Consultant Executive is a party (including, without limitation, any nondisclosure or non-competition agreement), and that the Consultant Executive will not disclose to the Company or induce the Company to use any trade secrets, confidential or proprietary informatio...n or material belonging to any current or previous employer or others. View More
Other Agreements. The Executive represents that his/her performance of all the terms of this Agreement and the performance of his/her duties as an employee of the Company do not and will not breach any agreement with any prior employer or other party to which the Executive is a party (including without limitation any nondisclosure or non-competition agreement). Any agreement to which the Executive is a party relating to nondisclosure, non-competition, or non-solicitation of employees or customers is listed on Sch...edule A attached hereto.View More
Other Agreements. The Executive Employee represents that his/her his performance of all the terms of this Agreement and the performance of his/her his duties as an employee of the Company do not and will not breach any agreement with any prior employer or other party to which the Executive Employee is a party (including without limitation any nondisclosure or non-competition agreement). Any agreement to which the Executive Employee is a party relating to nondisclosure, non-competition, non-competition or non-soli...citation of employees or customers is listed on Schedule A Exhibit B attached hereto. View More
Other Agreements. Any security agreements, liens and/or security interests securing payment of any obligations of Borrower owing to Lender or its Affiliates also secure the Obligations, and are valid and subsisting and are not adversely affected by execution of this Agreement. An Event of Default under this Agreement constitutes a default under other outstanding agreements between Borrower and Lender or its Affiliates.
Other Agreements. (i) Any security agreements, liens and/or security interests securing payment of any obligations of Borrower owing to Lender or its Affiliates also secure the Obligations, and are valid and subsisting and are not adversely affected by execution of this Agreement. An Event of Default under this Agreement constitutes a default under other outstanding agreements between Borrower and Lender or its Affiliates. Affiliates; (ii) Lender reserves the right to issue press releases, advertisements, and oth...er promotional materials describing any successful outcome of services provided on Borrower's behalf. Borrower agrees that Lender shall have the right to identify Borrower by name in those materials. View More
Other Agreements. Any security agreements, liens and/or security interests securing payment of any obligations of Borrower Borrowers (or any of them) owing to Lender or its Affiliates also secure the Obligations, and are valid and subsisting and are not adversely affected by execution of this Agreement. An Event of Default under this Agreement constitutes a default under other outstanding agreements between Borrower and Lender or its Affiliates.
Other Agreements. (i) Any security agreements, liens and/or security interests securing payment of any obligations of Borrower owing to Lender or its Affiliates affiliates also secure the Obligations, and are valid and subsisting and are not adversely affected by execution of this Agreement. An Event of Default under this Agreement constitutes a default under other outstanding agreements between Borrower and Lender or its Affiliates. affiliates; (ii) Lender reserves the right, with Borrower's prior approval, to i...ssue press releases, advertisements, and other promotional materials describing any successful outcome of services provided on Borrower's behalf. Borrower agrees that Lender shall have the right to identify Borrower by name in those materials. View More
Other Agreements. Executive represents that Executive's performance of all the terms of this Agreement as an executive of the Company does not and will not breach any (i) agreement to keep in confidence proprietary information, knowledge or data acquired by Executive in confidence or in trust prior to Executive's employment with the Company or (ii) agreement to refrain from competing, directly or indirectly, with the business of any previous employer or any other party.
Other Agreements. Executive represents that Executive's performance of all the terms of this Agreement as an executive Executive of the Company does not and will not breach any (i) other agreement to keep in confidence proprietary information, knowledge or data acquired by Executive in confidence or in trust prior to Executive's employment with the Company or (ii) other agreement to refrain from competing, directly or indirectly, with the business of any previous employer or any other party.
Other Agreements. (a) Transfer of Rights. (i) Each Holder acknowledges and agrees that it may not transfer any of its registration rights under this Agreement except (A) to its Affiliates, (B) to any subsidiary, parent, general partner, limited partner, stockholder, equityholder or member of a Holder (C) to any Family Member or trust or other entity formed by a Holder that is an individual for estate planning purposes or (D) with the prior written consent of the Company, and provided that, in each case, the requi...rements of Section 7(a)(ii) are complied with. 22 (ii) In the case of a transfer of shares of Company Common Stock pursuant to Section 7(a), the registration rights of such Holder with respect to the transferred shares of Company Common Stock will be transferred to such transferee effective upon receipt by the Company of (A) written notice from such Holder stating the name and address of such transferee and identifying the number of shares of Company Common Stock with respect to which rights under this Agreement are being transferred and the nature of the rights so transferred, and (B) a written agreement from such transferee to be bound by the terms of this Agreement, substantially in the form of the Joinder Agreement attached hereto as Exhibit A. (iii) In the event the Company engages in a merger or consolidation in which the Company Common Stock is converted into securities of another company, appropriate arrangements will be made so that the registration rights provided under this Agreement continue to be provided to Holders by the issuer of such securities. To the extent such new issuer, or any other company acquired by the Company in a merger or consolidation, was bound by registration rights obligations that would conflict with the provisions of this Agreement, the Company will, unless Holders then holding a majority of the Registrable Securities otherwise agree, use its best efforts to modify any such "inherited" registration rights obligations so as not to interfere in any material respects with the rights provided under this Agreement. (b) Facilitation of Sales Pursuant to Rule 144. The Company shall use its commercially reasonable efforts to timely file the reports required to be filed by it under the Exchange Act or the Securities Act and the rules adopted by the Commission thereunder (including the reports under Sections 13 and 15(d) of the Exchange Act referred to in subparagraph (c)(1) of Rule 144), and shall take such further action as any Holder may reasonably request, all to the extent required from time to time to enable the Holders to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the written request of any Holder in connection with that Holder's sale pursuant to Rule 144, the Company shall deliver to such Holder a written statement as to whether it has complied with such requirements.View More
Other Agreements. (a) Transfer of Rights. (i) Each Holder acknowledges and agrees that it may not transfer any of its registration rights under this Agreement except (A) to its Affiliates, (B) to any subsidiary, parent, general partner, limited partner, stockholder, equityholder or member of a Holder (C) to any Family Member or trust or other entity formed by a Holder that is an individual for legitimate estate planning purposes (the beneficiary of which is one or (D) more Family Members), or (C) with the prior w...ritten consent of the Company, and provided that, in each case, the requirements of Section 7(a)(ii) 6(a)(ii) are complied with. 22 (ii) In the case of a transfer of shares of Company Common Stock pursuant to Section 7(a), 6(a), the registration rights of such Holder with respect to the transferred shares of Company Common Stock will be transferred to such transferee effective upon receipt by the Company of (A) written notice from such Holder stating the name and address of such transferee and transferee, identifying the number of shares of Company Common Stock with respect to which 22 rights under this Agreement are being transferred and transferred, the nature of the rights so transferred, transferred and the specific provision of Section 6(a)(i) that such transfer complies with, and (B) a written agreement from such transferee to be bound by the terms of this Agreement, substantially in the form of the Joinder Agreement attached hereto as Exhibit A. Following any such transfer, the Company will notify the other Holders as to who the transferees are and the nature of the rights so transferred. Any proposed transfer of registration rights that the Company, in its reasonable discretion, determines not to be in compliance with Section 6(a)(i) above, shall be null and void. (iii) In the event the Company engages in a merger merger, consolidation or consolidation sale of assets in which the Company Common Stock is converted into securities of another company, or the Company otherwise has a successor or assign, appropriate arrangements will be made so that the registration rights and other rights provided under this Agreement continue to be provided to Holders by the issuer of such securities. securities, unless Holders then holding a majority of the Registrable Securities otherwise agree. To the extent such new issuer, or any other company acquired by the Company in a merger or consolidation, was bound by registration rights obligations that would conflict with the provisions of this Agreement, the Company will, unless Holders then holding a majority of the Registrable Securities otherwise agree, use its best efforts to modify any such "inherited" registration rights obligations so as not to interfere in any material respects with the rights provided under this Agreement. (b) Facilitation of Sales Pursuant to Rule 144. The Company shall use its commercially reasonable efforts to timely file the reports required to be filed by it under the Exchange Act or the Securities Act and the rules adopted by the Commission thereunder (including the reports under Sections 13 and 15(d) of the Exchange Act referred to in subparagraph (c)(1) of Rule 144), and shall take such further action as any Holder may reasonably request, all to the extent required from time to time to enable the Holders to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the written request of any Holder in connection with that Holder's sale pursuant to Rule 144, the Company shall deliver to such Holder a written statement as to whether it has complied with such requirements. requirements, and the Company shall, at the request of any Holder, provide a legal opinion from its counsel as to whether such sale is exempt under Rule 144. View More
Other Agreements. The parties hereto are also parties to an Amended and Restated Property Management Agreement, dated as of the date hereof, as in effect from time to time (the "Property Management Agreement"). The parties agree that this Agreement does not include or otherwise address the rights and obligations of the parties under the Property Management Agreement and that the Property Management Agreement provides for its own separate rights and obligations of the parties thereto, including without limitation ...separate compensation payable by the Company and the other Owners (as defined in the Property Management Agreement) to the Manager thereunder for services to be provided by the Manager pursuant to the Property Management Agreement.View More
Other Agreements. The parties hereto are also parties to an Amended and Restated Property Management Agreement, dated as of January 7, 2010, (as amended, the date hereof, as in effect from time to time (the "Property Management Agreement"). The parties agree that this Agreement does not include or otherwise address the rights and obligations of the parties under the Property Management Agreement and that the Property Management Agreement provides for its own separate rights and obligations of the parties thereto,... including without limitation separate compensation payable by the Company and the other Owners (as defined in the Property Management Agreement) to the Manager thereunder for services to be provided by the Manager pursuant to the Property Management Agreement. View More
Other Agreements. The parties hereto are also parties to an Amended and Restated Property Management Agreement, dated as of January 13, 2010, (as amended, the date hereof, as in effect from time to time (the "Property Management Agreement"). The parties agree that this Agreement does not include or otherwise address the rights and obligations of the parties under the Property Management Agreement and that the Property Management Agreement provides for its own separate rights and obligations of the parties thereto..., including without limitation separate compensation payable by the Company and the other Owners (as defined in the Property Management Agreement) to the Manager thereunder for services to be provided by the Manager pursuant to the Property Management Agreement. View More
Other Agreements. Except as previously disclosed by Executive to the Company in writing, Executive is not a party to or bound by any employment agreement, noncompete agreement or confidentiality agreement that would materially interfere with his ability to perform his duties for the Company.
Other Agreements. Except as previously disclosed by Executive to the Company in writing, Executive is not a party to or bound by any employment agreement, noncompete agreement or confidentiality agreement that would materially interfere with his her ability to perform his her duties for the Company.
Other Agreements. Your duties and obligations pursuant to the Inventions Agreement and Acknowledgement Form signed by you shall survive this Agreement and remain in full force and effect, and the Consideration herein constitutes consideration for your promises and obligations pursuant to these agreements.
Other Agreements. Your duties and obligations pursuant to the Inventions Agreement and Acknowledgement Form signed by you shall survive this Agreement and remain in full force and effect, and the Consideration herein constitutes consideration for your promises and obligations pursuant to these agreements.
Other Agreements. The Participant acknowledges and agrees that the Shares delivered under this Award shall be subject to the Management Stockholders Agreement and the transfer and other restrictions, rights, and obligations set forth therein. By executing this Award Agreement, the Participant hereby becomes a party to and bound by the Management Stockholders Agreement as a Manager (as such term is defined in the Stockholders Agreement), without any further action on the part of the Participant, the Company or any... other Person. -2- 9. Effect on Employment Rights. This Award shall not confer upon the Participant any right to continue as an employee of the Company or any of its subsidiaries or affiliates and shall not affect in any way the right of the Company or any subsidiary or affiliate of the Company to terminate the Participant's employment at any time.View More
Other Agreements. The Participant acknowledges and agrees that the Shares delivered under this Award shall be subject to the Management Stockholders Agreement and the transfer and other restrictions, rights, and obligations set forth therein. By executing this Award Agreement, the Participant hereby becomes a party to and bound by the Management Stockholders Agreement as a Manager (as such term is defined in the Stockholders Agreement), without any further action on the part of the Participant, the Company or any... other Person. -2- 9. Effect on Employment Rights. This Award shall not confer upon the Participant any right to continue as an employee of the Company or any of its subsidiaries or affiliates and shall not affect in any way the right of the Company or any subsidiary or affiliate of the Company to terminate the Participant's employment at any time.View More
Other Agreements. Except as otherwise required by the terms of Paragraph 6 above, and as set forth below, this Agreement renders null and void all prior agreements between you and the Company relating to the subject matter of this Agreement and constitutes the entire agreement between you and the Company regarding the subject matter of this Agreement. This Agreement may be modified only in a written document signed by you and a duly authorized officer of the Company. For the avoidance of doubt, you shall continue... to be bound by and comply with the Confidential Information and Assignment Agreement (the "CIAA") executed by you and such compliance is a condition precedent to your receipt of any and all benefits provided to you under this Agreement.View More
Other Agreements. Except as otherwise required by the terms of Paragraph 6 above, and as set forth below, explicitly provided herein, this Agreement renders null and void all prior agreements between you and the Company relating to the subject matter of this Agreement and constitutes the entire agreement between you and the Company regarding the subject matter of this Agreement. This Agreement may be modified only in a written document signed by you and a duly authorized officer of the Company. For the avoidance ...of doubt, you shall continue to be bound by and comply with the Confidential Information and Assignment Agreement (the "CIAA") executed by you and such compliance is a condition precedent to your receipt of any and all benefits provided to you under this Agreement. All provisions with respect to Section 409A of the Code as set forth in your Offer Letter shall be incorporated by reference into this Agreement. For the avoidance of doubt, any indemnification agreement entered into between you and the Company which relates to your service as an officer or director of the Company or its subsidiaries shall continue in full force and effect following your Employment Separation Date. View More
