Confidential Information and Company Property. Subject to Paragraph 6, I agree to use Company’s Confidential Information only in the performance of my duties, to hold such information in confidence and trust, and not to engage in any unauthorized use or disclosure of such information during my employment and for so long thereafter as such information qualifies as Confidential Information. “Confidential Information” means an item of information or compilation of information in any form (tangible or intangible) related to the Company’s Business that I acquire or gain access to during my employment that the Company has not authorized public disclosure of, and that is not readily available to the public or persons outside the Company. By way of example and not limitation, Confidential Information is understood to include: lists and records, contact information, private contract terms, business preferences, and historical transaction data regarding existing and prospective customers; non-public records and data regarding the Company’s financial performance; business plans and strategies, forecasts and analyses; internal business methods and systems, know how, and innovations; marketing plans, research and analysis; unpublished pricing information, and variables such as costs, discounting options, and profit margins; business sale and acquisition opportunities identified by the Company and related analysis; records of private dealings with vendors, suppliers, and distributors; and Company trade secrets. I acknowledge that items of Confidential Information are the Company’s valuable assets and have economic value because they are not generally known by the public or others who could use them to their own economic benefit and/or to the competitive disadvantage of the Company. I agree that all records, in any form (such as email, database, correspondence, notes, files, contact lists, drawings, specifications, spreadsheets, manuals, and calendars) that contain Confidential Information or otherwise relate to the Company’s Business, with the exception of wage and benefit related materials provided to me as an employee for my own use as an employee, are the property of the Company (collectively “Company Records”). I will follow all Company policies regarding use or storage of Company Records, and return all such records (including all copies) when my employment with Company ends or sooner if requested. Confidential Information does not include information lawfully acquired by a non-management employee about wages, ...
Confidential Information and Company Property. 11.1 The Company acknowledges that during the course of performing the Services, it and the Key Individuals will have access to and have an intimate knowledge of certain Confidential Information. The Company further acknowledges that the unauthorised disclosure of any Confidential Information to third parties is likely to cause harm to the Authority.
11.2 The Company agrees that it, and shall procure that the Key Individuals, shall neither during nor after the Contract Period (except in the proper performance of the Services or with the express written consent of the Authority) except in compliance with an order of a competent court:
(a) divulge or communicate to any person, firm, company, business entity or other organisation;
(b) use for its or their own purposes or for any purposes other than those of the Authority; or
(c) through any failure to exercise due care and diligence, permit or cause any unauthorised disclosure of, any Confidential Information. These restrictions shall cease to apply to any information that shall become available to the public generally otherwise than through any breach by the Company of the provisions of the Contract or other default of the Company or any breach by any of the Key Individuals of the provisions of the Key Individual's Letter or other default of the Key Individuals. Nothing in this condition precludes the Key Individuals from making a protected disclosure within the meaning of Part IVA of the Employment Rights Act 1996.
11.3 Except with the prior written consent of the Authority, the Company shall not make any public statement about the Services or otherwise publicise or disclose this Contract or any information relating to it or to the Services or communicate with any of the media. The Company shall not use any trademarks or other identifying logos owned or licensed by the Company in any manner unless it has first obtained the Authority's written consent. The Company shall ensure that the Key Individuals and any other employees and sub-contractors are aware of and comply with the provisions of this condition 11.3.
11.4 All documents, manuals, hardware and software provided for the Company’s or any Key Individuals’ use by the Authority, and any data or documents (including copies) provided, maintained or stored on the Authority’s computer systems or other electronic equipment remain the property of the Authority.
11.5 In consideration of the Authority entering into this agreement, the Company and any Key Individ...
Confidential Information and Company Property. (a) Executive and the Company recognize that due to the nature of Executive’s employment and Executive’s relationship with the Company, Executive has had access to, has acquired, or has assisted in developing confidential and proprietary information relating to the business, technology, financial, marketing, sales, strategic planning, methods, processes and manufacturing operations of the Company, and that the Company is entitled to protection for this information.
(b) Executive recognizes and acknowledges that, unless otherwise available to the public, or otherwise generally known to the public,
(i) all information relating to the business, technology, financial, marketing, sales, strategic planning, methods, processes and manufacturing operations of the Company, and
(ii) all information of a technical or proprietary nature made available to the Company and its employees by customers, suppliers and vendors on a confidential basis in order to xxxxxx and facilitate the operation and success of the Company in conducting business,
(iii) as such information may exist from time to time (hereinafter collectively referred to as “Confidential Information”), and whether in electronic, print or other form, all copies, compilations, notes, or other reproductions thereof are valuable, special and unique assets of the Company.
(c) Executive therefore agrees that Executive shall not disclose any Confidential Information or any part thereof to any Person not employed by or affiliated with the Company for any reason or purpose whatsoever and shall not use such Confidential Information except on behalf of the Company at any time during the term of Executive’s employment with the Company, or at any time during the three (3) year period which immediately follows the Termination Date.
(d) In addition, throughout the term of this Agreement and at all times after the Termination Date, Executive shall not directly or indirectly transmit or disclose any Trade Secret of the Company to any Person, not employed by or affiliated with the Company for any reason or purpose whatsoever and shall not make use of any Trade Secret, except on behalf of the Company. For purposes of this Agreement, the term “Trade Secret” means any item of Confidential Information that constitutes a trade secret of the Company under the common law or statutory law of the state in which the Employee is domiciled. The Parties acknowledge and agree that this Agreement is not intended to, and does not, alter eithe...
Confidential Information and Company Property. Employee shall maintain the confidentiality of the terms of this Agreement and shall continue to maintain all confidential and proprietary information of the Company and shall continue to comply with the terms and conditions of the Confidentiality Agreement at all times during and after his employment with the Company. Employee shall return, in good working condition, all Company property and confidential and proprietary information in his possession to the Company on or before the Final Date of Employment.
Confidential Information and Company Property. (a) Executive recognizes, acknowledges and agrees that Executive has had and will continue to have access to secret and confidential information regarding the Company and Company, its subsidiaries and their respective businesses (“Confidential Information”), including but not limited to, its products, methods, formulas, software code, patents, sources of supply, customer dealings, data, know-how, trade secrets and business plans, provided such information is not in or does not hereafter become part of the public domain, or become known to others through no fault of the Executive. The Executive acknowledges that such information is of great value to the Company and Company, is the sole property of the Company, and has been and will be acquired by Executive in confidence. In consideration of the obligations undertaken by the Company herein, the Executive will not, at any time, during or after employment hereunder, reveal, divulge, or make known to any person, any information acquired by the Executive during the course of employment, which is treated as confidential by the Company, and not otherwise in the public domain. The provisions of this Section 12 shall survive the termination of the Executive’s employment for any reason.
(b) Executive affirms that Executive does not possess and will not rely upon the protected trade secrets or confidential or proprietary information of any prior employer(s) in providing services to the Company or its subsidiaries.
(c) Upon termination of Executive’s employment with the Company for any reason, the Executive shall deliver forthwith to the Company any and all originals and copies, including those in electronic or digital formats, of Confidential Information; provided, however, the Executive shall be entitled to retain (i) papers and other materials of a personal nature, including, but not limited to, photographs, correspondence, personal diaries, calendars and rolodexes, personal files and phone books, (ii) information showing compensation or relating to reimbursement of expenses, (iii) information that Executive reasonably believes may be needed for tax purposes and (iv) copies of plans, programs and agreements relating to employment, or termination thereof, with the Company.
(d) Executive is aware that all Company property, including physical property, documents, and Confidential Information that Executive receives or creates during employment with the Company, belongs to the Company. Executive understands and agrees t...
Confidential Information and Company Property. 12.1 For purposes of this Agreement, the term “Confidential Information” means all of the following materials and information (whether or not reduced to writing and whether or not patentable or protectable by copyright) which the Executive receives, received access to, conceived or developed, in whole or part, directly or indirectly, in connection with his employment with the Company or in the course of his employment with the Company (in any capacity, whether executive, managerial, planning, technical, sales, research, development, manufacturing, engineering or otherwise) or through the use of any of the Company’s facilities or resources:
Confidential Information and Company Property. 1.1. Employee acknowledges that Employer and its parents, subsidiaries, divisions and affiliates, as well as majority-owned companies of such parents, subsidiaries, divisions and affiliates, and their respective successors (hereinafter collectively, the "Company") possess certain Confidential Information that has been and may be revealed to or learned by Employee during his/her employment with the Company. Employee acknowledges that the term "Confidential Information" includes all information that has or could have commercial value or other utility in the Company's Business, or the unauthorized disclosure of which could be detrimental to the Company's interests, whether or not such information is specifically identified as Confidential Information by the Company.
Confidential Information and Company Property. 12.1 The Employee acknowledges and agrees that in performing the duties and responsibilities of his or her employment pursuant to this Agreement, he or she will occupy a position of high fiduciary trust and confidence with the Corporation, pursuant to which he or she will develop and acquire wide experience and knowledge with respect to Confidential Information and the Business carried on by the Corporation and its Related Corporations, and the manner in which such Business is conducted. Accordingly, the Employee acknowledges and agrees that the execution by the Employee of the Confidentiality, Non-Disclosure and Non-Competition Agreement attached hereto as Schedule "F" shall be a condition precedent to this Agreement coming into force, and the strict observance of the requirements of the said Confidentiality Agreement shall be a condition of employment hereunder.
Confidential Information and Company Property. 8.1 You acknowledge that pursuant to the terms of this Letter Agreement, you will acquire information of a confidential nature relating to the business of the Company, including, without limitation, product information, trade secrets, technical information, marketing strategies, sales and pricing policies, costing information concerning products and services provided by the Company, financial information, business plans, list of suppliers, lists of present and prospective customers of the Company and related information (the "Confidential Information") which is the exclusive property of the Company and which, if disclosed, could cause irreparable harm to the Company. Accordingly, you agree and undertake that during the Term and any subsequent Renewal Term, and following the termination of this Letter Agreement for any reason, you shall:
(a) treat confidentially all Confidential Information belonging to the Company; and
(b) shall not use or disclose the Confidential Information to any third party, except for the purpose of carrying out the Services under this Letter Agreement.
8.2 You further agree and undertake that during the Term and any subsequent Renewal Term and for a period of two (2) years from the date of termination of this Letter Agreement for any reason, you shall not:
(a) solicit or entice, or attempt to solicit or entice, either directly or indirectly, any investor, supplier, customer or prospective customer of the Company as at the date of termination of this Letter Agreement, to become an investor, supplier or customer of any business or enterprise that competes with the Company anywhere in the state of California; or
(b) solicit or entice, or attempt to solicit or entice, either directly or indirectly, any employee of the Company as at the date of termination of this Letter Agreement, to become an employee of any business or enterprise that competes with the Company anywhere in the state of California.
8.3 Upon the termination of your employment with the Company for any reason, you will deliver to the Company any and all property belonging to the Company or its clients, including, without limitation, any devices, records, data, notes, reports, proposals, client lists, correspondence, materials, equipment or other documents or property, and any copies or reproductions thereof, which may have come into your possession or been generated or developed by you during the course of your employment.
Confidential Information and Company Property. 8.1 Borlaug acknowledges that in the course of the Engagement it and the Individual will have access to Confidential Information. Borlaug has therefore agreed to accept the restrictions in this clause 8.
8.2 Borlaug shall not, and shall procure that the Individual shall not (except in the proper course of its or his duties), either during the Engagement or at any time after the Termination Date, use or disclose to any third party (and shall use its reasonable endeavours to prevent the publication and disclosure of) any Confidential Information. This restriction does not apply to:
1. any use or disclosure authorised by Volition or required by law; or
2. any information which is already in, or comes into, the public domain otherwise than through Borlaug's or the Individual's unauthorised disclosure.
8.3 At any stage during the Engagement, Borlaug will promptly upon request return to Volition all and any Company Property in its or the Individual's possession.
