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. By signing this offer letter, you represent and warrant to the Company that either (a) you are not bound by any other agreement or agreements (i.e., a non-solicitation or non-compete agreement with a former employer) which would inhibit or limit in any way your ability to perform the duties required by this position or to contact, solicit, or hire any other individual or entity to work for or contract with the Company or (b) you have provided copies of any such agreements to the Company prior to... signing this offer letter.View More
Other Agreements. By signing this offer letter, letter agreement, you represent and warrant to the Company that as of the Start Date either (a) you are not bound by any other agreement or agreements (i.e., a non-solicitation or non-compete agreement with a former employer) which would inhibit or limit in any way your ability to perform the duties required by this position or to contact, solicit, or hire any other individual or entity to work for or contract with the Company or (b) you have provided copies of any ...such agreements to the Company prior to signing this offer letter. Company. View More
Other Agreements. The Consultant represents that he has all the necessary right, power, and authority to enter into this Agreement, to serve as a Consultant to the Company, to grant the rights granted to the Company by him hereunder, and to fulfill all of his obligations under, and all of the other terms of, this Agreement. The Consultant further represents that his performance of all the terms of this Agreement and as an Consultant to the Company does not and will not breach any other agreement of the Consultant... with any other party, including, without limitation, any agreement of the Consultant to refrain from competing, directly or indirectly, with the business of any previous employer or any other party or any agreement to keep in confidence information, knowledge or data acquired in confidence or in trust. The Consultant will not disclose to the Company or induce the Company to use any confidential or proprietary information or material belonging to any previous employer or others. The Consultant will not hereafter grant anyone any rights inconsistent with the terms of this Agreement.View More
Other Agreements. The Consultant represents that he it has all the necessary right, power, power and authority to enter into this Agreement, to serve as a Consultant consultant to the Company, to grant the such rights granted to the Company by him hereunder, as provided herein, and to fulfill all of his its obligations under, and all of the other terms of, this Agreement. The Consultant further represents that his its performance of all the terms of under this Agreement and Agreement, in its capacity as an Consul...tant a consultant to the Company Company, does not and will not breach any other agreement of the Consultant with any other party, including, without limitation, including but not limited to, any agreement of by the Consultant to refrain from competing, directly or indirectly, indirectly competing with the business of any previous employer or any other party party, or any agreement by the Consultant not to keep in confidence disclose or misappropriate any information, knowledge knowledge, data or data other proprietary information or material acquired in confidence or in trust. The Consultant will not disclose to the Company or induce the Company to use any confidential or such proprietary information or material belonging to any previous employer or others. any other party. The Consultant will not hereafter grant anyone any rights to any party that is inconsistent with the terms of this Agreement. View More
Other Agreements. As a reminder, at all times in the future, you will remain bound by (i) the Consultant and Advisor Agreement, and (ii) your Proprietary Information and Inventions Agreement with the Company ("Proprietary Agreement"), and hereby acknowledge and reaffirm your obligations under the Proprietary Agreement, which remains in full force and effect. Except as expressly provided in this Agreement, this Agreement constitutes the entire agreement between you and the Company regarding the subject matter of t...his Agreement and renders null and void all prior and contemporaneous written or oral agreements between you and the Company regarding the subject matter of this Agreement; provided, however, that your offer letter with the Company dated December 12, 2005, including the severance provisions contained therein, and your letter agreement with the Company dated January 17, 2008, providing for severance benefits upon termination following a change in control, will survive through the Resignation Date. For the avoidance of doubt, you acknowledge that you are not entitled to severance in connection with your resignation on the Resignation Date. This Agreement may be modified only in a written document signed by you and a duly authorized officer of the Company.View More
Other Agreements. As a reminder, at all times in the future, you will remain bound by (i) the Consultant and Advisor Consulting Agreement, and (ii) your Proprietary Information and Inventions Agreement with the Company ("Proprietary Agreement"), and hereby acknowledge and reaffirm your obligations under the Proprietary Agreement, which remains remain in full force and effect. Except as expressly provided in this Agreement, this Agreement constitutes the entire agreement between you and the Company regarding the s...ubject matter of this Agreement and renders null and void all prior and contemporaneous written or oral agreements between you and the Company regarding the subject matter of this Agreement; provided, however, that Agreement, including without limitation your offer letter with the Company dated December 12, 2005, including the severance provisions contained therein, and your letter agreement with the Company dated January 17, 2008, providing for severance benefits upon termination following a change in control, will survive through the Resignation Date. For the avoidance of doubt, you acknowledge that you are not entitled to severance in connection with your resignation on the Resignation Date. February 1, 2007. This Agreement may be modified only in a written document signed by you and a duly authorized officer of the Company. View More
Other Agreements. You represent that you are not bound by any employment contract, restrictive covenant or other restriction preventing you from entering into employment with or carrying out your responsibilities for the Company, or which is in any way inconsistent with the terms of this assignment.
Other Agreements. You represent that you are not bound by any employment contract, restrictive covenant or other restriction preventing (or that purports to prevent) you from entering into employment with or carrying out your responsibilities for the Company, or which is in any way inconsistent with the terms of this assignment. letter.
Other Agreements. You agree that in connection with the exercise of this Option, you will execute such documents as may be necessary to become a party to any stockholder, voting or similar agreements as the Company may require.
Other Agreements. You agree that in connection with the exercise of this Option, you will execute such documents as may be necessary to become a party to any stockholder, shareholder, voting or similar agreements as the Company may require.
Other Agreements. Nothing contained in this Agreement shall be deemed to be a waiver of, or release from, any obligations any party hereto may have under, or any restrictions on the transfer of securities of the Company imposed by any other agreement.
Other Agreements. Nothing contained in this Agreement shall be deemed to be a waiver of, or release from, any obligations any party hereto may have under, or any restrictions on the transfer of securities of the Company Parent imposed by any other agreement.
Other Agreements. Executive shall execute and deliver to the Company the Fair Competition Agreement and the Arbitration Agreement, attached hereto as Exhibit C and Exhibit D, respectively. Such execution and delivery is a condition to the effectiveness of this Agreement. Executive shall at all times comply with the Fair Competition Agreement.
Other Agreements. Executive shall execute and deliver to the Company the Fair Competition Agreement and the Arbitration Agreement, attached hereto as Exhibit C Exhibits E and Exhibit D, respectively. F, respectively, on or before the Effective Date. Such execution and delivery is a condition to the effectiveness of this Agreement. Executive shall at all times comply with the Fair Competition Agreement.
Other Agreements. The Company and Managing Agent are also parties to a Business Management Agreement, dated as of the date hereof, as in effect from time to time (the "Business Management Agreement"). The parties agree that this Agreement does not include or otherwise address the rights and obligations of the parties under the Business Management Agreement and that the Business Management Agreement provides for its own separate rights and obligations of the parties thereto, including, without limitation separate ...compensation payable by the Company to Managing Agent thereunder for services to be provided by the Managing Agent pursuant to the Business Management Agreement.View More
Other Agreements. The Company Reit Management & Research Trust and Managing Agent are also parties to a Business Management Agreement, dated as of the date hereof, as in effect from time to time (the "Business Management Agreement"). The parties agree that this Agreement does not include or otherwise address the rights and obligations of the parties under the Business Management Agreement and that the Business Management Agreement provides for its own separate rights and obligations of the parties thereto, includ...ing, including without limitation 10 separate compensation payable by the Company to Managing Agent thereunder for services to be provided by the Managing Agent pursuant to the Business Management Agreement. View More
Other Agreements. The Employee represents that there are no contracts to assign inventions between any person or entity and the Employee. The Employee further represents that (a) the Employee is not obligated under any consulting, employment or other agreement which would affect KEYW's rights under this Agreement, (b) there is no action, investigation or proceeding, pending or threatened, or any basis therefore known to Employee involving the Employee's prior employment or any consultancy or the use of any inform...ation or techniques alleged to be proprietary to any former employer, and (c) the performance of the Employee's duties as an employee of the Company will not breach or constitute a default under any agreement to which the Employee is bound, including, without limitation, any agreement limiting the use or disclosure of proprietary information during the Employee's employment by the Company. The Employee will not, in connection with the Employee's employment by the Company, use or disclose to the Company any confidential, trade secret or other proprietary information of any previous employer or other person to which the Employee is not lawfully entitled. Any agreement to which the Employee is a party with any prior employer or relating to nondisclosure, non-competition or non-solicitation of employees, customers, prospective customers, vendors or other parties is listed on Exhibit C attached hereto.View More
Other Agreements. The Employee represents that there are no contracts to assign inventions between any person or entity and the Employee. The Employee further represents that (a) the Employee is not obligated under any consulting, employment or other agreement which would affect KEYW's rights under this Agreement, (b) there is no action, investigation or proceeding, pending or threatened, or any basis therefore known to Employee her involving the Employee's prior employment or any consultancy or the use of any in...formation or techniques alleged to be proprietary to any former employer, and (c) the performance of the Employee's duties as an employee of the Company will not breach or constitute a default under any agreement to which the Employee is bound, including, without limitation, any agreement limiting the use or disclosure of proprietary information during the Employee's employment by the Company. The Employee will not, in connection with the Employee's employment by the Company, use or disclose to the Company any confidential, trade secret or other proprietary information of any previous employer or other person to which the Employee is not lawfully entitled. Any agreement to which the Employee is a party with any prior employer or relating to nondisclosure, non-competition or non-solicitation of employees, customers, prospective customers, vendors or other parties is listed on Exhibit C attached hereto. The Company agrees to indemnify, defend, and hold harmless Employee from all legal fees and related legal costs incurred in connection with any claims brought by Employee's former employer ("Former Employer") for breach of Section 5 of the non-competition agreement set forth in Exhibit C ("Claims"). Employee shall notify Company, in writing, with five (5) days of receipt of a Claim by her Former Employer. Company shall have the right, at its own cost and expense, to assume the defense of any Claims by providing written notice to the Employee within thirty (30) days after Company has received notice of such Claims (provided that the Employee shall be permitted to respond reasonably to such Claims during such thirty (30) day period unless and until Company has assumed the defense). If Company assumes the defense of a Claim, the Employee shall be entitled to participate in the defense of such Claim with counsel selected by her subject to Company's right to control the defense thereof. The Employee shall bear the fees and expenses of any additional counsel retained by Employee to participate in her defense. Company shall have the right, in its sole discretion, to consent to the entry of any judgment or enter into any settlement regarding such Claim. If Company does not assume the defense of a Claim, or fails to notify the Employee in writing of its election to defend such Claim within thirty (30) days after receipt of notice of such Claim from the Employee, then the Employee may pay, compromise and defend such Claim in such manner as she reasonably deems appropriate, with counsel reasonably acceptable to Company, and seek reimbursement in accordance with this Agreement from Company for the reasonable legal fees and related legal costs of the defense of such Claim. The Employee will reasonably cooperate with Company and its representatives (including its counsel) in the investigation, negotiation, settlement, trial or defense of any Claim (and any appeal arising therefrom). If an order of a court of competent jurisdiction that is not lifted, removed or stayed within thirty (30) days following its initial issuance provides that Employee's employment with the Company must terminate as a result of any claim or action by the Former Employer to enforce any employment or other agreement between Employee and such Former Employer, such termination shall be deemed to be for Cause hereunder and effective upon notice from Company. Notwithstanding anything to the contrary herein, Company shall not be obligated to pay or reimburse Employee for any legal fees or related legal costs after such notice of termination. View More
Other Agreements. As an employee of the Company, you will continue to have access to certain confidential information of the Company and you may, during your Employment, develop certain information or inventions that will be the property of the Company. To protect the interests of the Company, your acceptance of this Agreement confirms that you shall continue to be subject to the terms of the Company's Proprietary Information and Inventions Assignment Agreement (the "Confidentiality Agreement") and other complian...ce agreements that you executed in connection with your Employment.View More
Other Agreements. As an employee of the Company, you will continue to have access to certain confidential information of the Company and you may, during the course of your Employment, employment, develop certain information or inventions that will be the property of the Company. To protect the interests of the Company, your acceptance of this Agreement letter confirms that you shall continue to be subject to the terms of the Company's Proprietary Confidential Information and Inventions Invention Assignment Agreem...ent (the "Confidentiality Agreement") and other compliance agreements that you executed in connection with your Employment. when you joined the Company. View More
