Common use of Confidential and Trade Secret Information Clause in Contracts

Confidential and Trade Secret Information. The Executive will keep in strict confidence, and will not, directly or indirectly, at any time during or after his or her employment with the Corporation, disclose, furnish, disseminate, make available or, except in the course of performing his or her duties of employment hereunder, use any trade secrets or confidential business and technical information of the Corporation or its customers or vendors, without limitation as to when or how the Executive may have acquired such information. Such confidential information shall include, without limitation, the Corporation's unique selling, manufacturing and servicing methods and business techniques, training, service and business manuals, promotional materials, training courses and other training and instructional materials, vendor and product information, customer and prospective customer lists, other customer and prospective customer information and other business information. The Executive specifically acknowledges that all such confidential information, whether reduced to writing, maintained on any form of electronic media, or maintained in the mind or memory of the Executive and whether compiled by the Corporation, and/or the Executive, derives independent economic value from not being readily known to or ascertainable by proper means by others who can obtain economic value from its disclosure or use, that reasonable efforts have been made by the Corporation to maintain the secrecy of such information, that such information is the sole property of the Corporation and that any retention and use of such information by the Executive during his or her employment with the Corporation (except in the course of performing his or her duties and obligations hereunder) or after the termination of his or her employment shall constitute a misappropriation of the Corporation's trade secrets. If the Executive is legally compelled (by deposition, interrogatory, request for documents, subpoena, civil investigative demand or similar process) to disclose any confidential or trade secret information, the Executive will provide the Corporation with prompt written notice of such required disclosure so the Corporation may seek a protective order or other appropriate remedy and/or waive compliance with the terms hereof. The Corporation will be responsible for all costs incurred to protect confidentiality or trade secret information pursuant to the immediately preceding sentence.