Common use of Representations and Undertakings Clause in Contracts

Representations and Undertakings. The employee declares and undertakes as follows: 4.1 That he does not have, nor did he have in the past, any claim against the company for providing services to the company before the date of the commencement of the employment and that he makes an informed and irrevocable waiver of any contention and/or claim against the company based on his employment with the company and/or providing services to the company prior to the date of this agreement. 4.2 That he is not bound by undertakings or any other agreements whatsoever that prevent him from making an undertaking in accordance with the provisions of this agreement and from acting in accordance herewith. 4.3 That to the best of his knowledge he is not in breach of any rights and/or undertakings to his former employer. 4.4 That he has the ability, the skills and the knowledge that are required for the purpose of carrying out the job in accordance with the provisions of this agreement. 4.5 That he will notify the company, immediately and without delay, of any matter or issue in which he and/or his close family have and/or may have a personal interest and/or with regard to which there may be a conflict of interests with his duties and work for the company. 4.6 That he shall not receive any payment and/or other benefit from any third party directly or indirectly with regard to his work in the company. If the employee breaches this clause, then without derogating from the rights of the company pursuant to any agreement or pursuant to law, the amount and/or benefit as aforesaid shall be the property of the company and shall be transferred to it, and the company shall also be entitled to deduct that amount or the value of the benefit from any amount due to the employee from it. 4.7 That within the framework of carrying out his job in the company he shall not act and/or shall not make any representation and/or shall not give any undertaking on behalf of the company and/or shall not take upon himself any undertaking and/or shall not give any guarantee on behalf of the company unless he has prior, written and express instructions from the company and/or its directors and/or his superiors. 4.8 That he agrees and confirms that from time to time he may be required to travel and stay abroad within the framework of his job. 4.9 That in exceptional cases in which there will be a need for this, pursuant to a decision of the company management, the employee will participate in a lie detector (polygraph) test. 4.10 That he undertakes to make use of the company’s equipment and its resources solely for the purpose of carrying out his work and within the framework of his job and that he knows and agrees that the company may make checks on the premises of the company’s offices and in the company’s computers, including e-mail messages and the manner of using the Internet, and the content of all of the aforesaid. In order to remove doubt, it is hereby clarified that the results of the test will be the sole property of the company. 4.11 That in any case of a cancellation of this agreement for any reason, the employee will cooperate with the company and do his best to assist in an orderly transfer of his job in the company and an orderly transition between him and the person designated to replace him in the job.

Appears in 3 contracts

Sources: Employment Agreement (Brainsway Ltd.), Employment Agreement (Brainsway Ltd.), Employment Agreement (Brainsway Ltd.)

Representations and Undertakings. The employee declares Employee represents and undertakes as followsall of the following: 4.1 That he does not have, nor did he have in the past, any claim against the company for providing services to the company before the date of the commencement of the employment and that he makes an informed and irrevocable waiver of any contention and/or claim against the company based on his employment with the company and/or providing services to the company prior to the date of this agreement. 4.2 That he is not bound by 5.1. There are no other undertakings or any other agreements whatsoever that prevent him preventing him/her from making an undertaking committing himself/herself in accordance with the provisions of this agreement and from acting in accordance herewithperforming his/her obligations hereunder. 4.3 That to 5.2. To the best of his knowledge he his/her knowledge: (i) he/she is not currently, nor will he/she by entering into this Agreement be deemed to be, violating any rights of his/her former employer; and (ii) he/she is not currently, nor will he/she by entering into this Agreement be deemed to be, in breach of any rights and/or undertakings to his of his/her obligations towards his/her former employer. 4.4 That he has 5.3. He/she shall inform the ability, the skills and the knowledge that are required for the purpose of carrying out the job in accordance with the provisions of this agreement. 4.5 That he will notify the companyCompany, immediately and without delayupon becoming aware, of any every matter or issue in which he and/or his close he/she or his/her immediate family have and/or may have has a personal interest and/or with regard and which might give rise to which there may be a conflict of interests interest with his his/her duties and work for under the companyterms of his/her employment. 4.6 That he 5.4. In carrying out his/her duties under this agreement, the Employee shall not make any representations or give any guarantees on behalf of the Company, except as expressly and in advance authorized so to do. 5.5. The Employee acknowledges and agrees that from time to time he/she may be required by the Company to travel and stay abroad as part of his/her duties towards the Company. 5.6. He/she shall not receive any payment and/or other benefit from any third party party, directly or indirectly in connection with regard to his work in his/her employment. In the company. If event the employee Employee breaches this clauseSub-section, then without derogating from the rights any of the company pursuant to any agreement Company’s right by law or pursuant to lawcontract, such benefit or payment shall become the amount and/or benefit as aforesaid shall be the sole property of the company and shall be transferred to it, Company and the company shall also be entitled to deduct that Company may set-of such amount or the value of the benefit from any amount sums due to the employee from itEmployee. 4.7 That within the framework of carrying out his job in the company he shall not act and/or shall not make any representation and/or shall not give any undertaking on behalf of the company and/or shall not take upon himself any undertaking and/or shall not give any guarantee on behalf of the company unless he has prior, written and express instructions from the company and/or its directors and/or his superiors. 4.8 That he agrees and confirms that from time to time he may be required to travel and stay abroad within the framework of his job. 4.9 That in exceptional cases in which there will be a need for this, pursuant to a decision of the company management, the employee will participate in a lie detector (polygraph) test. 4.10 That he 5.7. Employee undertakes to make use of the companyCompany’s equipment Equipment and its resources solely facilities only for the purpose of carrying out his work and within the framework of his job and that he knows his/her employment. The employee acknowledges and agrees that the company may make checks on Company is entitled to conduct inspections within the premises of the companyCompany’s offices and in on the companyCompany’s computers, including e-inspections of electronic mail messages transmissions, Internet usage and inspections of their content. For the manner avoidance of using the Internet, and the content of all of the aforesaid. In order to remove any doubt, it is hereby clarified that all examination’s finding shall be the results Company’s sole property. 5.8. In any event of the test will be the sole property of the company. 4.11 That in any case of a cancellation termination of this agreement for any reasonAgreement, the employee will Employee shall cooperate with the company Company and do his use his/her best efforts to assist in an orderly transfer with the integration into the Company’s organization of his job in the company and an orderly transition between him and the person designated to replace him in or persons who will assume the jobEmployee’s responsibilities.

Appears in 2 contracts

Sources: Employment Agreement (BiondVax Pharmaceuticals Ltd.), Employment Agreement (BiondVax Pharmaceuticals Ltd.)

Representations and Undertakings. The employee declares and undertakes as a follows: 4.1 That he does not have, nor have and did he not have in the past, past any claim against the company for providing Company and/or the parent Company in respect of cessation of services to the company before Companies prior to the date of the commencement of the employment and that he makes an hereby waives, by irrevocable and informed and irrevocable waiver of waiver, any contention and/or claim against the company based on Company and/or the parent Companies arising from a cause of action involving his employment with at the company Company and/or providing provision of services to the company prior Company and/or the parent Companies up to the date of this agreement. 4.2 That he is not bound by undertakings in any undertaking or any other agreements whatsoever that prevent preventing him from making an undertaking committing in accordance with the provisions of this agreement and from acting in accordance herewiththe thereunder. 4.3 That to the best of his knowledge he is not in breach of breaching any rights and/or undertakings to towards his former previous employer. 4.4 That he has the ability, the skills and the knowledge that are required for fulfillment of the purpose of carrying out the job position in accordance with the provisions of this agreement. 4.5 That he will notify the companyCompany, immediately and without delay, of any matter or issue in for which he and/or has or may have, or his close family have family, a personal matter and/or may have a personal interest and/or with regard to which there may be cause a conflict of interests with his duties position and work for in the companyCompany. 4.6 That he shall will not receive any payment and/or other benefit from any third party directly in direct or indirectly indirect connection with regard to his work in at the companyCompany. If the employee breaches this clause, then without derogating detracting from the rights of the company pursuant to any Company under this agreement or pursuant to and at law, the amount and/or the benefit as aforesaid stated shall be the property of the company Company and shall will be transferred delivered to it, its possession and the company Company shall also be entitled to deduct that this amount or the value of the benefit from any amount due to the employee from it. 4.7 That within in the framework of carrying out performance of his job in position at the company Company he shall not act and/or shall will not make and/or he will not represent any representation and/or shall and will not give any undertaking commit on behalf of the company and/or shall Company and will not take upon himself undertake any undertaking and/or shall will not give grant any guarantee on behalf of the company unless he has priorCompany, written and express instructions from save at the company instruction of the Company and/or its directors managers and/or his superiorssupervisors, exclusively, in writing and in advance. 4.8 That he agrees and confirms that from time to time he may be required to travel and to stay abroad within overseas in the framework of his jobposition. 4.9 That in certain exceptional cases in which there will instances where it shall be a need for thisnecessary, pursuant to a at the decision of the company managementmanagement of the Company, the employee will shall participate in a lie detector (polygraph) testpolygraph examination. 4.10 That he undertakes to make use of the company’s equipment of the Company solely and its resources solely exclusively for the purpose performance of carrying out his work and within in the framework of his job position and that he knows is aware and he agrees that the company Company may make checks on carry out inspection in the premises offices of the company’s offices Company and in the company’s computers, computers of the Company including e-mail messages the transmission of email and the manner of using the Internet, use of the Internet and the content contents of all any of these. For the sake of removal of doubt it is clarified hereby that the findings of the aforesaid. In order to remove doubt, it is hereby clarified that the results of the test will inspection shall be the sole exclusive property of the companyCompany. 4.11 That in any case event of a cancellation of this agreement for any reasonreason whatsoever, the employee will cooperate with the company Company and do will to the best of his best to ability assist the Company in an orderly transfer of his job position in the company Company and an orderly transition between him and the person designated provide proper instruction to replace him his intended replacement in the jobposition.

Appears in 2 contracts

Sources: Employment Agreement (Brainsway Ltd.), Employment Agreement (Brainsway Ltd.)

Representations and Undertakings. The employee declares Employee represents and undertakes as followsall of the following: 4.1 That he does not have, nor did he have in the past, any claim against the company for providing services to the company before the date of the commencement of the employment and that he makes an informed and irrevocable waiver of any contention and/or claim against the company based on his employment with the company and/or providing services to the company prior to the date of this agreement. 4.2 That he is not bound by 5.1. There are no other undertakings or any other agreements whatsoever that prevent him preventing him/her from making an undertaking committing himself/herself in accordance with the provisions of this agreement and from acting in accordance herewithperforming his/her obligations hereunder. 4.3 That to 5.2. To the best of his knowledge he his/her knowledge: (i) he/she is not currently, nor will he/she by entering into this Agreement be deemed to be, violating any rights of his/her former employer; and (ii) he/she is not currently, nor will he/she by entering into this Agreement be deemed to be, in breach of any rights and/or undertakings to his of his/her obligations towards his/her former employer. 4.4 That he has 5.3. He/she shall inform the ability, the skills and the knowledge that are required for the purpose of carrying out the job in accordance with the provisions of this agreement. 4.5 That he will notify the companyCompany, immediately and without delayupon becoming aware, of any every matter or issue in which he and/or his close he/she or his/her immediate family have and/or may have has a personal interest and/or with regard and which might give rise to which there may be a conflict of interests interest with his his/her duties and work for under the companyterms of his/her employment. 4.6 That he 5.4. In carrying out his/her duties under this agreement, the Employee shall not make any representations or give any guarantees on behalf of the Company, except as expressly and in advance authorized so to do. 5.5. The Employee acknowledges and agrees that from time to time he/she may be required by the Company to travel and stay abroad as part of his/her duties towards the Company. 5.6. He/she shall not receive any payment and/or other benefit from any third party party, directly or indirectly in connection with regard to his work in his/her employment. In the company. If event the employee Employee breaches this clausesub-section, then without derogating from the rights any of the company pursuant to any agreement Company’s right by law or pursuant to lawcontract, such benefit or payment shall become the amount and/or benefit as aforesaid shall be the sole property of the company and shall be transferred to it, Company and the company shall also be entitled to deduct that Company may set-off such amount or the value of the benefit from any amount sums due to the employee from itEmployee. 4.7 That within the framework of carrying out his job in the company he shall not act and/or shall not make any representation and/or shall not give any undertaking on behalf of the company and/or shall not take upon himself any undertaking and/or shall not give any guarantee on behalf of the company unless he has prior, written and express instructions from the company and/or its directors and/or his superiors. 4.8 That he agrees and confirms that from time to time he may be required to travel and stay abroad within the framework of his job. 4.9 That in exceptional cases in which there will be a need for this, pursuant to a decision of the company management, the employee will participate in a lie detector (polygraph) test. 4.10 That he 5.7. Employee undertakes to make use of the companyCompany’s equipment Equipment and its resources solely facilities only for the purpose of carrying out his work and within the framework of his job and that he knows his/her employment. The Employee acknowledges and agrees that the company may make checks on Company is entitled to conduct inspections within the premises of the companyCompany’s offices and in on the companyCompany’s computers, including e-inspections of electronic mail messages transmissions, Internet usage and inspections of their content. For the manner avoidance of using the Internet, and the content of all of the aforesaid. In order to remove any doubt, it is hereby clarified that all examination’s finding shall be the results Company’s sole property. 5.8. In any event of the test will be the sole property of the company. 4.11 That in any case of a cancellation termination of this agreement for any reasonAgreement, the employee will Employee shall cooperate with the company Company and do his use his/her best efforts to assist in an orderly transfer with the integration into the Company’s organization of his job in the company and an orderly transition between him and the person designated to replace him in or persons who will assume the jobEmployee’s responsibilities.

Appears in 2 contracts

Sources: Employment Agreement (Objet LTD), Employment Agreement (Objet LTD)

Representations and Undertakings. The employee declares Employee represents and undertakes as followsall of the following: 4.1 That he does 5.1. To devote his entire working time, know-how, energy, expertise, talent, experience and best efforts to the business and affairs of the Company and to the performance of his duties with the Company. 5.2. To comply with all Company’s disciplinary regulations, work rules, policies, prevention of sexual harassment policies, procedures and objectives, as may be determined by Company from time to time. 5.3. There are no other undertakings or agreements preventing him from committing himself in accordance with this Agreement and performing his obligations hereunder. 5.4. He is not havecurrently, nor did will he have in the pastby entering into this Agreement be deemed to be, violating any claim against the company for providing services to the company before the date rights of the commencement of the employment his former employer and/or AMC; and that he makes an informed and irrevocable waiver of any contention and/or claim against the company based on his employment with the company and/or providing services to the company prior to the date of this agreement. 4.2 That he is not bound currently, nor will he by undertakings or any other agreements whatsoever that prevent him from making an undertaking in accordance with the provisions of entering into this agreement and from acting in accordance herewith. 4.3 That Agreement be deemed to the best of his knowledge he is not be, in breach of any rights and/or undertakings to of his obligations towards his former employeremployer and/or AMC. 4.4 That he has 5.5. He shall inform the ability, the skills and the knowledge that are required for the purpose of carrying out the job in accordance with the provisions of this agreement. 4.5 That he will notify the companyCompany, immediately and without delayupon becoming aware, of any every matter or issue in which he and/or or his close immediate family have and/or may have has a personal interest and/or with regard and which might give rise to which there may be a conflict of interests interest with his duties and work for under the companyterms of his employment. 4.6 That he shall not receive any payment and/or other benefit from any third party directly or indirectly with regard to his work in the company5.6. If the employee breaches this clause, then without derogating from the rights of the company pursuant to any agreement or pursuant to law, the amount and/or benefit as aforesaid shall be the property of the company The Employee acknowledges and shall be transferred to it, and the company shall also be entitled to deduct that amount or the value of the benefit from any amount due to the employee from it. 4.7 That within the framework of carrying out his job in the company he shall not act and/or shall not make any representation and/or shall not give any undertaking on behalf of the company and/or shall not take upon himself any undertaking and/or shall not give any guarantee on behalf of the company unless he has prior, written and express instructions from the company and/or its directors and/or his superiors. 4.8 That he agrees and confirms that from time to time he may be required by the Company to travel and stay abroad within the framework as part of his jobduties towards the Company. 4.9 That 5.7. He shall not receive any payment and/or benefit from any third party, directly or indirectly in exceptional cases in which there will be a need for this, connection with his employment pursuant to a decision this Agreement. In the event the Employee breaches this Sub-section, without derogating from any of the company managementCompany’s right by law or contract, such benefit or payment shall become the employee will participate in a lie detector (polygraph) testsole property of the Company and the Company may set-of such amount from any sums due to the Employee. 4.10 That he 5.8. Subject to Section 1.2 herein, not to assume, directly or indirectly, whether with or without consideration, any employment obligations unrelated to Company (and/or any subsidiary and/or parent company of Company) and not to be retained as a consultant or advisor or contractor (whether or not compensated therefore) to any other business. 5.9. The Employee undertakes to make use of the companyCompany’s assets, equipment or any other material including information or Proprietary Information (as defined below) and its resources solely facilities only for the purpose of carrying out his work and within the framework of his job and that he knows employment. The Employee acknowledges and agrees that the company may make checks Company is entitled to conduct inspections within the Company’s offices and/or on the premises Company’s' computers, due to a relevant business need of the company’s offices and in the company’s computersCompany, including einspections of personal and non-personal electronic mail messages transmissions, internet usage and inspections of their content. For the manner avoidance of using the Internet, and the content of all of the aforesaid. In order to remove any doubt, it is hereby clarified that the results of the test will all examination’s finding shall be the Company’s sole property of property, and shall be used for the companyCompany's purposes only, and not to be transferred to any 3rd party other than law enforcement authorities. 4.11 That 5.10. Subject to Section 1.2, the Employee shall not engage in any other business activities, whether or not such activities are conducted outside of normal business hours and whether or not such activities are pursued for gain or profit, without Company’s prior written approval, in its sole discretion. The Company’s shall not give its approval in any case where there is a risk of a cancellation exposing the company’s commercial secrets or in case of violation of Exhibit B. 5.11. In any event of the termination of this agreement for any reasonAgreement, the employee will Employee shall cooperate with the company Company and do exert his reasonable best efforts to assist in an orderly transfer with the integration into the Company’s organization of his job in the company and an orderly transition between him and the person designated to replace him in or persons who will assume the jobEmployee’s responsibilities.

Appears in 1 contract

Sources: Employment Agreement (Pimi Agro Cleantech, Inc.)

Representations and Undertakings. The employee declares Employee hereby represents and undertakes as followsthat: 4.1 That he does not have, nor did he have in the past, any claim against the company for providing services to the company before the date of the commencement of the employment and that he makes an informed and irrevocable waiver of any contention and/or claim against the company based on his employment with the company and/or providing services to the company prior to the date of this agreement. 4.2 That he is not bound by 5.1 There are no other undertakings or any other agreements whatsoever that prevent him preventing him/her from making an undertaking committing himself/herself in accordance with the provisions of this agreement and from acting in accordance herewithperforming his/her obligations hereunder. 4.3 That to 5.2 To the best of his knowledge he Employee’s knowledge: (i) he/she is not currently, nor will he by entering into this Agreement be deemed to be, violating any rights of any former employer; and (ii) he/she is not currently, nor will he/she by entering into this Agreement be deemed to be, in breach of any rights and/or undertakings to his of his/her obligations towards any former employer. 4.4 That he has 5.3 He/she shall not assume, directly or indirectly, whether with or without consideration, any employment, consulting, advisory, directorship or other similar obligations unrelated to Company. Any engagements with entities outside the abilityscope of the Employee’s time and efforts devoted to the Company, shall require the skills and prior written consent of the knowledge that are required for the purpose of carrying out the job in accordance with the provisions of this agreementCompany. 4.5 That he will notify 5.4 The Employee shall inform the companyCompany, immediately and without delayupon becoming aware, of any every matter or issue in which he and/or his close he/she or his/her immediate family have and/or may have has a personal interest and/or with regard and which might give rise to which there may be a conflict of interests interest with his his/her duties and work for under the companyterms of his/her employment. 4.6 That he shall not receive any payment and/or other benefit from any third party directly or indirectly with regard to his work in the company. If the employee breaches 5.5 In carrying out his/her duties under this clause, then without derogating from the rights of the company pursuant to any agreement or pursuant to lawagreement, the amount and/or benefit as aforesaid shall be the property of the company and shall be transferred to it, and the company shall also be entitled to deduct that amount or the value of the benefit from any amount due to the employee from it. 4.7 That within the framework of carrying out his job in the company he shall not act and/or Employee shall not make any representation and/or shall not representations or give any undertaking guarantees on behalf of the company and/or shall not take upon himself any undertaking and/or shall not give any guarantee on behalf of the company unless he has priorCompany, written except as expressly and express instructions from the company and/or its directors and/or his superiorsin advance authorized so to do. 4.8 That he 5.6 The Employee acknowledges and agrees and confirms that from time to time he may be required by the Company to travel and stay abroad within the framework as part of his jobduties towards the Company. 4.9 That 5.7 He shall not receive any payment and/or benefit from any third party, directly or indirectly in exceptional cases in which there will be a need for thisconnection with his/her employment. In the event the Employee breaches this subsection, pursuant to a decision without derogating from any of the company managementCompany’s rights by law or contract, such benefit or payment shall become the employee will participate in a lie detector (polygraph) testsole property of the Company and the Company may set-off such amount from any sums due to the Employee. 4.10 That he undertakes 5.8 The Confidentiality, Non-Competition and Proprietary Rights Undertakings, attached to make use of the company’s equipment and its resources solely for the purpose of carrying out his work and within the framework of his job and that he knows and agrees that the company may make checks on the premises of the company’s offices and in the company’s computers, including e-mail messages Employment Agreement and the manner Consulting Agreement and attached hereto as Appendix A (the “IP Undertakings”) shall continue to be in full force and effect and shall constitute an integral part of using the Internetthis Agreement. The Employee agrees, and the content of inter alia, that all of the aforesaid. In order to remove doubt, it Inventions (as such term is hereby clarified that the results of the test will defined therein) shall be the sole property of the companyCompany and its assigns, and the Company and its assigns shall be the sole owner of all patents and other rights in connection with such Inventions and by which the Employee assigns to the Company any rights the Employee may have or acquire in such Inventions. 4.11 That in any case of a cancellation 5.9 The Employee shall keep the contents of this agreement for Agreement confidential and to not disclose the contents of this Agreement to any reasonperson without the prior written consent of the Company. 5.10 The Employee shall not disparage the Company or its Affiliates, their reputation or business or any of their products or practices, or any of their directors, officers, agents, representatives, shareholders or Affiliates, either orally or in writing, at any time. 5.11 The Employee shall comply with all Company’s disciplinary regulations, work rules, policies, procedures and objectives, as may be determined by Company from time to time. 5.12 Notwithstanding anything to the contrary contained herein, the employee will cooperate Employee hereby approves and ratifies the provisions of Section 5 of the Consulting Agreement and irrevocably confirms that such provisions shall continue to be in full force and effect. Without derogating from the foregoing, the Employee hereby irrevocably relinquishes and discharges the Company from any cost, damages and/or expenses, and further waives any demand, claim and/or lawsuit, of whatever nature and kind, arising out of or in connection with the company and do his best to assist in an orderly transfer of his job in the company and an orderly transition between him and the person designated to replace him in the jobConsulting Agreement.

Appears in 1 contract

Sources: Personal Employment Agreement (Venus Concept Inc.)

Representations and Undertakings. The employee declares and undertakes as follows: 4.1 That he does not have, nor did he have in the past, any claim against the company for providing services to the company before the date of the commencement of the employment and that he makes an informed and irrevocable waiver of any contention and/or claim against the company based on his employment with the company and/or providing services to the company prior to the date of this agreement. 4.2 5.1 That he is not bound by undertakings or any other agreements whatsoever that prevent him from making an undertaking in accordance with the provisions of this agreement and from acting in accordance herewith. 4.3 5.2 That to the best of his knowledge he is not in breach of any rights and/or undertakings to his former employeremployer or his other employer and that he has received all of the approvals that are required in order to implement this agreement. 4.4 5.3 That he does not suffer from any health problem that prevents him and/or encumbers him in carrying out his job and his other obligations pursuant to this agreement. 5.4 That he has the ability, the skills and the knowledge that are required for the purpose of carrying out the job in accordance with the provisions of this agreement. 4.5 5.5 That he will notify the company, immediately and without delay, of any matter or issue in which he and/or his close family have and/or may have a personal interest and/or with regard to which there may be a conflict of interests with his duties and work for the company. 4.6 5.6 That he shall not receive any payment and/or other benefit from any third party directly or indirectly with regard to his work in the company. If the employee breaches this clause, then without derogating from the rights of the company pursuant to any agreement or pursuant to law, the amount and/or benefit as aforesaid shall be the property of the company and shall be transferred to it, and the company shall also be entitled to deduct that amount or the value of the benefit from any amount due to the employee from it. 4.7 That within the framework of carrying out his job in the company he shall not act and/or shall not make any representation and/or shall not give any undertaking on behalf of the company and/or shall not take upon himself any undertaking and/or shall not give any guarantee on behalf of the company unless he has prior, written and express instructions from the company and/or its directors and/or his superiors. 4.8 5.7 That he agrees and confirms that from time to time he may be required to travel and stay abroad within the framework of his job. 4.9 5.8 That in exceptional cases in which there will be a need for this, pursuant to a decision of the company managementboard of directors of the company, the employee will participate in a lie detector (polygraph) test. 4.10 5.9 That he undertakes to make use of the company’s equipment and its resources solely for the purpose of carrying out his work and within the framework of his job and that he knows and agrees that the company may make checks on the premises of the company’s offices and in the company’s computers, including e-mail messages and the manner of using the Internet, and the content of all of the aforesaid. In order to remove doubt, it is hereby clarified that the results of the test will be the sole property of the company. 4.11 5.10 That in any case of a cancellation of this agreement for any reason, the employee will cooperate with the company and do his best to assist in an orderly transfer of his job in the company and an orderly transition between him and the person designated to replace him in the job. 5.11 That he declares that he has received all of the payments due to him for services that he gave to the company before the date of the commencement of the employment and that he hereby makes an irrevocable waiver of any right that he may have for providing services to the company before the date of the commencement of the employment, including expressly any claim, if and insofar as the employee has one, with regard to the existence of an employment relationship between him and the company in the period before the date of the commencement of his employment with the company pursuant to this agreement. If it is determined by a competent court that there was an employment relationship between the company and the employee before the date of the commencement of the employment pursuant to this agreement, and because of this the company is found liable for any payment to the employee, the company shall be entitled to offset any amount as aforesaid against the consideration to which the employee is entitled pursuant to this agreement.

Appears in 1 contract

Sources: Employment Agreement (Brainsway Ltd.)

Representations and Undertakings. The employee declares Employee represents and undertakes as followsall of the following: 4.1 That he does not have, nor did he have in the past, any claim against the company for providing services to the company before the date of the commencement of the employment and that he makes an informed and irrevocable waiver of any contention and/or claim against the company based on his employment with the company and/or providing services to the company prior to the date of this agreement. 4.2 That he is not bound by 5.1. There are no other undertakings or any other agreements whatsoever that prevent him preventing him/her from making an undertaking committing himself/herself in accordance with the provisions of this agreement and from acting in accordance herewithperforming his/her obligations hereunder. 4.3 That to 5.2. To the best of his knowledge knowledge: (i) he is not currently, nor will he by entering into this Agreement be deemed to be, violating any rights of his former employer; and (ii) he is not currently, nor will he by entering into this Agreement be deemed to be, in breach of any rights and/or undertakings to of his/her obligations towards his former employer. 4.4 That he has 5.3. He shall inform the ability, the skills and the knowledge that are required for the purpose of carrying out the job in accordance with the provisions of this agreement. 4.5 That he will notify the companyCompany, immediately and without delayupon becoming aware, of any every matter or issue in which he and/or or his close immediate family have and/or may have has a personal interest and/or with regard and which might give rise to which there may be a conflict of interests interest with his duties and work for under the companyterms of his employment. 4.6 That he shall not receive any payment and/or other benefit from any third party directly or indirectly with regard to his work in the company5.4. If the employee breaches this clause, then without derogating from the rights of the company pursuant to any agreement or pursuant to law, the amount and/or benefit as aforesaid shall be the property of the company The Employee acknowledges and shall be transferred to it, and the company shall also be entitled to deduct that amount or the value of the benefit from any amount due to the employee from it. 4.7 That within the framework of carrying out his job in the company he shall not act and/or shall not make any representation and/or shall not give any undertaking on behalf of the company and/or shall not take upon himself any undertaking and/or shall not give any guarantee on behalf of the company unless he has prior, written and express instructions from the company and/or its directors and/or his superiors. 4.8 That he agrees and confirms that from time to time he may be required by the Company to travel and stay abroad within the framework as part of his jobduties towards the Company. 4.9 That 5.5. He shall not receive any payment and/or benefit from any third party, directly or indirectly in exceptional cases in which there will be a need for thisconnection with his employment. In the event the Employee breaches this Sub-section, pursuant to a decision without derogating from any of the company managementCompany’s right by law or contract, such benefit or payment shall become the employee will participate in a lie detector (polygraph) testsole property of the Company and the Company may set-of such amount from any sums due to the Employee. 4.10 That he 5.6. Employee undertakes to make use of the companyCompany’s equipment Equipment and its resources solely facilities only for the purpose of carrying out his work and within the framework of his job and that he knows employment. The employee acknowledges and agrees that the company may make checks on Company is entitled to conduct inspections within the premises of the companyCompany’s offices and in on the companyCompany’s computers, including e-inspections of electronic mail messages transmissions, interest usage and inspections of their content. For the manner avoidance of using the Internet, and the content of all of the aforesaid. In order to remove any doubt, it is hereby clarified that all examination’s finding shall be the results Company’s sole property. 5.7. In any event of the test will be the sole property of the company. 4.11 That in any case of a cancellation termination of this agreement for any reasonAgreement, the employee will Employee shall cooperate with the company Company and do use his best efforts to assist in an orderly transfer with the integration into the Company’s organization of his job in the company and an orderly transition between him and the person designated to replace him in or persons who will assume the jobEmployee’s responsibilities.

Appears in 1 contract

Sources: Employment Agreement (Cell Kinetics LTD)