Confidentiality of Settlement Agreement Sample Clauses

Confidentiality of Settlement Agreement. Winston and Sound Source, and each of them, each agree that the terms and conditions of this Agreement shall remain confidential as between the parties and each shall not disclose them to any other person, except to Winston or Sound Source's professional advisors, attorneys, Directors or accountants, or to Sound Source's officers solely on a need-to-know basis. Without limiting the generality of the foregoing, neither Winston nor Sound Source will respond to or in any way participate in or contribute to any public discussion, notice or other publicity concerning, or in any way relating to, execution of this Agreement or the events (including any negotiations) which led to its execution or the claims released by Winston herein; provided, however, that nothing herein shall prevent disclosure of the terms of this Agreement (i) by any officer of Sound Source to any other officer, director or employee of Sound Source with a need to know or (ii) unless such disclosure is required by law. If asked about the resolution of the dispute between the parties, Winston, his attorneys, agents and representatives may respond consistent with the following: "Xx. Xxxxxxx was employed as President and Chief Operating Officer by the company founder and Chief Executive Officer, Xxxxxxx Xxxxxxx. Xx. Xxxxxxx has completed his assignment to successfully take the company public, and has, in concert with the company, agreed to leave Sound Source to pursue other opportunities. The company wishes Xx. Xxxxxxx the best in his future endeavors."

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Confidentiality of Settlement Agreement. Xxxxxxx represents and agrees that he has not disclosed the terms of the agreement and he will keep the terms, amounts and all other specific facts of this Agreement completely confidential and that he will not disclose any information concerning this Agreement to any person or entity, other than that which is legally required and his immediate family and professional representatives or to any prospective employer to the extent necessary to inform such employer of Xxxxxxx’x obligation pursuant to this Agreement; provided that disclosure to his immediate family or professional representatives is conditioned on the fact that they agree to keep said information confidential and not disclose it to others.

Confidentiality of Settlement Agreement. The Parties agree to keep the terms of this Settlement Agreement confidential; provided however, that the Parties may disclose the terms of this Settlement Agreement to their attorneys, accountants and other professional advisors and/or as required by law for tax or legal purposes, and the Remington Defendants and BRS may disclose the terms of this Settlement Agreement, under the terms of a Confidentiality Agreement, if requested to do so in connection with a potential acquisition of some or all of Remington or RACI. If a party to this Settlement Agreement determines that disclosure of the terms of this Settlement Agreement must be made in connection with any governmental or judicial proceeding, or must be included in any public filing, such party shall notify the other party in writing immediately upon becoming aware of such requirement. If the other party disputes the need for the disclosure, the party requested to make the disclosure shall use its best efforts to obtain permission from the requesting party to omit or redact the highly confidential terms of the Settlement Agreement prior to its disclosure. Disclosure of any terms or conditions of this Settlement Agreement under this section shall not diminish the confidential nature thereof.

Confidentiality of Settlement Agreement. Xxxxx represents and agrees that since he first received the proposed agreement on March 12, 1996, he has not disclosed the terms of the agreement and he will keep the terms, amounts and all other specific facts of this Agreement completely confidential and that he will not disclose any information concerning this Agreement to any person or entity, other than that which is legally required and his immediate family and professional representatives or to any prospective employer to the extent necessary to inform such employer of Xxxxx'x obligation pursuant to this Agreement; provided that disclosure to his immediate family or professional representatives is conditioned on the fact that they agree to keep said information confidential and not disclose it to others. Provided, however, disclosures made to the Company's general counsel or officers and directors of the Company prior to the effective date of this Agreement are not subject to this confidentiality clause. Xxxxx acknowledges that a major and significant consideration on behalf of Xxxxxxx in entering into this Agreement is the assurance that there will be no publicity of this Agreement and that all terms and conditions and the very fact thereof shall remain confidential. In the event Xxxxx discloses the alleged facts upon which this Agreement is based, the amount of consideration tendered to him, or the terms of the Agreement in violation of this Agreement, Xxxxxxx shall be entitled to terminate any payment due under this Agreement or take any other action legally allowable. Xxxxx agrees that any direct dispute, controversy or claim among the parties to this Agreement arising out of or relating to this paragraph, or any breach or asserted breach thereof, shall be determined and settled by arbitration in accordance with the rules for dispute resolution of JAMS/ENDISPUTE. The prevailing party in such arbitration shall be entitled to its reasonable costs and expenses (including reasonable attorneys' fees in such arbitration as part of the award. Judgment on the award may be entered in any court having jurisdiction thereof, and the parties specifically reserve all rights to appeal such judgment as if it were rendered in a court of law. If Xxxxxxx discloses any information concerning this Agreement or Xxxxx'x employment and termination from Xxxxxxx to the general shareholders who are not otherwise associated with the Company or members of the public, Xxxxx is automatically released from any and all obligat.

Confidentiality of Settlement Agreement. XxXxxxx agrees that he will keep the terms of this Agreement confidential, and that he will not disclose any information concerning this Agreement or its terms to anyone other than his immediate family and/or his advisors, whom XxXxxxx will inform of and ask to honor this confidentiality clause. XxXxxxx may also disclose the terms of the noncompetition provision contained in Section 7 of this Agreement to any prospective employer to the extent necessary to avoid any breach of the noncompetition provision. Nothing in this Section shall limit disclosure that may be compelled by law.

Related to Confidentiality of Settlement Agreement

• Confidentiality of Agreement Executive shall keep the existence and the terms of this Agreement confidential, except for Executive’s immediate family members and Executive’s legal and tax advisors in connection with services related hereto and except as may be required by law or in connection with the preparation of tax returns.
• Confidentiality of Agreement Terms The terms of this Agreement shall be held in strict confidence by Employee and shall not be disclosed by Employee to anyone other than Employee’s spouse, Employee’s legal counsel and Employee’s other advisors, unless required by law. Further, except as provided in the preceding sentence, Employee shall not reveal the existence of this Agreement or discuss its terms with any person (including but not limited to any employee of Employer or its Affiliates) without the express authorization of the President of Employer, provided that Employee shall advise any prospective new employer of the existence of Employee’s non-competition, confidentiality and similar obligations under this Agreement. To the extent that the terms of this Agreement have been disclosed by Employer, in a public filing or otherwise, the confidentiality requirements of this Section 21 shall no longer apply to such terms.
• Confidentiality of the Agreement The parties agree that the terms and provisions of this Agreement shall be kept confidential and shall be disclosed only to those persons and entities as required by law or as permitted by the other party hereto. The parties may, however, disclose the existence of this Agreement to any person or entity.
• Confidentiality Agreements The parties hereto agree that this Agreement supersedes any provision of the Confidentiality Agreements that could be interpreted to preclude the exercise of any rights or the fulfillment of any obligations under this Agreement, and that none of the provisions included in the Confidentiality Agreements will act to preclude Holder from exercising the Option or exercising any other rights under this Agreement or act to preclude Issuer from fulfilling any of its obligations under this Agreement.
• Confidentiality; Survival of Obligations The parties hereto agree that each shall treat confidentially the terms and conditions of this Agreement and all information provided by each party to the other regarding its business and operations. All confidential information provided by a party hereto shall be used by any other party hereto solely for the purpose of rendering services pursuant to this Agreement and, except as may be required in carrying out this Agreement, shall not be disclosed to any third party without the prior consent of such providing party. The foregoing shall not be applicable to any information that is publicly available when provided or thereafter becomes publicly available other than through a breach of this Agreement, or that is required to be disclosed by any bank examiner of the Custodian or any Subcustodian, any auditor of the parties hereto, by judicial or administrative process or otherwise by applicable law or regulation. The provisions of this Section 9.13 and Sections 9.01, 9.02, 9.03, 9.09, Section 2.28, Section 3.04, Section 7.01, Article V and Article VI hereof and any other rights or obligations incurred or accrued by any party hereto prior to termination of this Agreement shall survive any termination of this Agreement.
• Confidentiality Agreement 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, 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 the terms of the Employee Proprietary Information and Inventions Agreement you previously signed with the Company (the “Confidentiality Agreement”) still apply.
• Prior Confidentiality Agreement As of the Effective Date, the terms of this Article 13 shall supersede any prior non-disclosure, secrecy or confidentiality agreement between the Parties (or their Affiliates) relating to the subject of this Agreement, including the Confidentiality Agreement. Any information disclosed pursuant to any such prior agreement shall be deemed Confidential Information for purposes of this Agreement.
• Confidentiality, Non-Disclosure and Non-Competition Agreement The Company and the Executive acknowledge and agree that during the Executive’s employment with the Company, the Executive will have access to and may assist in developing Confidential Information and will occupy a position of trust and confidence with respect to the affairs and business of the Company and the Company Affiliates. The Executive agrees that the following obligations are necessary to preserve the confidential and proprietary nature of Confidential Information and to protect the Company and the Company Affiliates against harmful solicitation of employees and customers, harmful competition and other actions by the Executive that would result in serious adverse consequences for the Company and the Company Affiliates:
• Confidentiality of Records Each Investor agrees to use, and to use its best efforts to insure that its authorized representatives use, the same degree of care as such Investor uses to protect its own confidential information to keep confidential any information furnished to it which the Company identifies as being confidential or proprietary (so long as such information is not in the public domain), except that such Investor may disclose such proprietary or confidential information to any partner, subsidiary or parent of such Investor for the purpose of evaluating its investment in the Company as long as such partner, subsidiary or parent is advised of the confidentiality provisions of this Section 3.3.
• Confidentiality Provisions (a) Each Management Stockholder acknowledges, represents, and agrees that: (i) the Company’s financial statements and any other Confidential Information (as defined below) that the Company may, in its sole discretion, furnish to the Stockholders contain confidential, proprietary, and material nonpublic information about the Company; (ii) it shall keep the Confidential Information and all information therein secret and confidential; (iii) it shall hold same in accordance with its customary procedures, if any, for handling confidential information on investments; (iv) it shall not disclose the Confidential Information or any information therein to anyone except (A) to its Affiliates (that do not compete with, or engage in any of the same businesses as, the Company), officers, directors, employees, agents or advisors, who are directly involved in the administration of its stockholding in the Company, all of whom must be advised of and agree to adhere to the terms of this Section 6, (B) as required by law, or (C) as requested or required by any provincial, state, federal, national or foreign authority or examiner regulating banks or banking or claiming to have the authority to regulate banks or banking; (v) it shall be responsible for any breach of the terms of this Section 6 committed to anyone to whom it disclosed the Confidential Information or any information therein; (vi) it shall not use the Confidential Information or any information therein for any purpose other than for appropriate purposes in connection with its stockholding in the Company; and (vii) in the event of any breach of the terms of this Section 6, the Company shall be entitled to specific performance and/or injunctive relief (without bond) as a remedy for any such breach, in addition to all other remedies available at law or in equity, and shall be entitled to reimbursement of all legal fees and litigation expenses incurred in enforcing the terms of this Section 6.