Hertz 2014 Annual Report Download - page 320

Notwithstanding anything to the contrary above, payment of the Special Award Bonus shall be subject to Employee complying
with all other conditions stated in this Agreement. The Special Award Bonus payable hereunder shall be subject to standard
withholdings and other deductions previously authorized by Employee. Employee agrees that the Company also may withhold
from the Special Award Bonus, to the extent permitted by law, any amounts that Employee owes the Company at the time of
payment of the Special Award Bonus.
4. Duties. In addition to the requirements of any policy of the Company and its affiliates, and/or any agreement between
Employee and the Company (or its affiliates), during the Special Award Period, Employee agrees to use Employee’s best
efforts in the performance of Employee’s regular duties and/or such other duties as may be required or assigned to Employee
by the Company (including but not limited to the continued performance of such duties in the best interests of the Company
and its affiliates, and protecting the Company’s and its affiliates’ interests at all times during the Special Award Period). If
Employee fails to use Employee’s best efforts in the performance of Employee’s regular duties or such other duties as required
or assigned to Employee by the Company, Employee shall be deemed to have materially breached this Agreement, and the
Company’s obligations under this Agreement will cease as of that time.
5. Conditions Required for Special Award Bonus. In addition to remaining employed by the Company as a full-time employee
in good standing with the Company during the Special Award Period (or being terminated as noted in the second paragraph of
Section 3) as provided in Section 3, Employee also must comply with the following conditions to receive the Special Award
Bonus:
a. Compliance with Applicable Laws. Employee shall at all times comply with laws and regulations (whether domestic
or foreign) applicable to Employee’s actions on behalf of the Company.
b. Confidentiality of this Agreement. Employee shall at all times keep confidential (except for disclosure to Employee’s
spouse, accountant, attorney, the designated Human Resources representative from the Company and/or the Company’s
attorneys) the existence of this Agreement, and all other terms and conditions of this Agreement. Employee further
agrees to take all reasonable steps necessary to ensure that confidentiality is maintained by any of the individuals or
entities referenced above, to whom disclosure is authorized. Employee shall not disclose information regarding the
terms and conditions of this Agreement to any current or former employee of the Company. Employee agrees that
disclosure by Employee is in violation of this Agreement, and shall constitute and be treated as a material breach of this
Agreement entitling the Company to recovery of any payments made to Employee in connection with this Agreement
and that Employee will not be eligible for any further payments under this Agreement. Employee further agrees to give
immediate written notice to the Company if Employee is requested or required pursuant to court order, judicial process,
or by any regulatory authority, to reveal any information relating to the terms and conditions of this Agreement, prior to
providing the information.
c. Confidentiality of Business Information. At no time during or after Employee’s employment with the Company, shall
Employee, without the prior written consent of the Company, use, divulge, disclose or make accessible to any other
person, firm, partnership, corporation or other entity any Confidential Information pertaining to the business of the
Company or any of its affiliates, except (i) while employed by the Company, in the business of and for the benefit of
the Company and its affiliates, or (ii) when required to do so by a court of competent jurisdiction, by any governmental
agency having supervisory authority over the business of the Company, or by any administrative body or legislative
body (including
Source: HERTZ GLOBAL HOLDINGS INC, 10-K, July 16, 2015 Powered by Morningstar® Document Research℠
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