Confidential Information and Non-Disclosure. Employee acknowledges and agrees that Employee’s employment by the Company necessarily involves Employee’s knowledge of and access to confidential and proprietary information pertaining to the business of the Company. Accordingly, Employee agrees that at all times during the term of this Agreement and for as long as the information remains confidential after the termination of Employee's employment, Employee will not, directly or indirectly, without the express written authority of the Company, unless directed by applicable legal authority having jurisdiction over Employee, disclose to or use, or knowingly permit to be so disclosed or used, for the benefit of Employee, any person, corporation or other entity other than the Company, (i) any information concerning any financial matters, employees of the Company, customer relationships, competitive status, supplier matters, internal organizational matters, current or future plans, or other business affairs of or relating to the Company, (ii) any management, operational, trade, technical or other secrets or any other proprietary information or other data of the Company, or (iii) any other information related to the Company which has not been published and is not generally known outside of the Company. Employee acknowledges that all of the foregoing constitutes confidential and proprietary information, which is the exclusive property of the Company. Nothing in this Section 16 prohibits Employee from reporting possible violations of federal, state, or local law or regulation to any governmental agency or entity, or from making other disclosures that are protected under the whistleblower provisions of federal, state, or local law or regulation.
Confidential Information and Non-Disclosure. The Consultant and the Principal acknowledge and agree with each other that all information connected with the Company's technology, including without limitation, all computer software, trade secrets, information, data, inventions, discoveries, improvements, modifications, developments, technical manuals, or process-flow manuals, data, customer information and pricing information is confidential, and the Consultant and the Principal each jointly and severally covenant and agree with the Company to use its best efforts to ensure that such information does not become public knowledge and undertakes not to disclose such information or any part thereof to any other person except to its consultants and employees as may be necessary to carry out its rights and obligations under this Agreement. The Consultant hereby further covenants and agrees with the Company that the Consultant shall require each and every one of its employees or consultants who are provided with any information in respect of the Company's technology or related knowledge to sign confidentiality agreements which shall be in a form acceptable to the Company. All such information shall be returned to the Company upon termination of this Agreement.
Confidential Information and Non-Disclosure. Employee acknowledges and agrees that Employee’s employment by Equitable necessarily involves Employee’s knowledge of and access to confidential and proprietary information pertaining to the business of the Company and its subsidiaries. Accordingly, Employee agrees that at all times during the term of this Agreement and for as long as the information remains confidential after the termination of Employee’s employment, Employee will not, directly or indirectly, without the express written authority of the Company (unless directed by applicable legal authority having jurisdiction over Employee) disclose to or use, or knowingly permit to be so disclosed or used, for the benefit of Employee, any person, corporation or other entity other than the Company and its subsidiaries (i) any information concerning any financial matters, customer relationships, competitive status, supplier matters, internal organizational matters, current or future plans, or other business affairs of or relating to the Company and its subsidiaries; (ii) any management, operational, trade, technical or other secrets or any other proprietary information or other data of the Company or its subsidiaries; or (iii) any other information related to the Company or its subsidiaries which has not been published and is not generally known outside of the Company. Employee acknowledges that all of the foregoing constitutes confidential and proprietary information, which is the exclusive property of the Company.
Confidential Information and Non-Disclosure. A. It is understood that in the course of Employee's employment with Company, Employee will become acquainted with Company Confidential Information (as defined in subsection 9D below). Employee recognizes that Company Confidential Information has been developed or acquired at great expense, is proprietary to the Company, and is and shall remain the exclusive property of the Company. Accordingly, Employee agrees that he will not, without the express written consent of the Company, during Employee's employment with the Company and thereafter or until such time as Company Confidential Information becomes generally known, or readily ascertainable by proper means, by persons unrelated to the Company, disclose to others, copy, make any use of, or remove from Company's premises any Company Confidential Information, except as Employee's duties may specifically require.
B. Employee acknowledges and agrees that a breach by Employee of the provisions of this Section 9 will cause Company irreparable injury and damage that cannot be reasonably or adequately compensated by damages at law. Employee expressly agrees that Company shall be entitled, without posting any bond, to injunctive or other equitable relief to prevent a threatened breach, breach or continued breach of this Section 9 in addition to any other remedies legally available to it.
C. Upon termination, whether for Cause or not, Employee shall promptly deliver to the Company the originals and all copies of any and all materials, documents, notes, manuals, or lists containing or embodying Company Confidential Information, or relating directly or indirectly to the business of the Company, in the possession or control of Employee.
D. Employee agrees to pay any and all reasonable costs and expenses, including attorneys' fees, incurred by the Company in enforcing this provision if it is determined that Employee breached this provision.
Confidential Information and Non-Disclosure. Any technical information and other business information disclosed hereunder by either party hereto to the other will be held in strict confidence by the receiving party from the date of disclosure until three years after the date this agreement expires or terminates, using the same degree of care as the receiving party uses for its own information of a similar kind, and will not be transferred or divulged to any third-party or any employee who does not have the requisite need to know. For purposes of interpreting this Agreement, employees of Sumitomo's affiliates, divisions or subsidiaries do not have the requisite need to know to obtain access to Centillium confidential information disclosed to Sumitomo hereunder. Such confidentiality obligation will not apply to portions of such technical information and other business information, if any, (a) which were previously known to the other party hereto free of any confidentiality obligation, (b) which are or become known to the public, provided that such public knowledge is not attributable to a breach of this Agreement by the other party hereto, (c) which the furnishing party explicitly agrees in writing need not be kept confidential (either in this Agreement or separately), or (d) which are received by the other party hereto rightfully from a third-party without a restriction on disclosure. Further, Centillium agrees not to disclose to any other party any of the specifics of Sumitomo's system testing and results that might specifically indicate a problem related to such system. However, if the Devices, are modified by Centillium to remedy a system problem, Centillium may disclose such test information as may be necessary to support such modified Devices, to the extent that such disclosure coincides with the availability of the Modified Devices.
Confidential Information and Non-Disclosure. 10.1 As used in this Agreement, the term “Confidential Information” shall mean the following: All nonpublic information of any kind, nature, or description concerning any matters affecting, relating to or generated in the operation or conduct of Employer’s related businesses including, without limitation, the names, functions, concepts, ideas, formulas generated in or created as part of the operation of Employer’s business as well as any products, pricing structures, costs or other financial information relating to Employer or its business. Confidential Information shall also include all Derivative Work and Inventions, as described in Section 8 and 9 above, and any trade secrets created or owned by Employer or used in its business including but not limited to the methods used by Employer to install or remove wrapping on vehicles as well as Employer’s customer lists or information about its clients or the independent contractors used by Employer. Confidential Information shall also include all notebooks, documents, memorandums, reports, writings, books, correspondence, computer programs, or any other written or graphic records or other information of, about or concerning Employer’s business, its manner of operation, or its products of any kind, nature or description which is not at the point of disclosure generally available to the public.
Confidential Information and Non-Disclosure. During the course of the Participant’s employment with the Company, the Participant will receive, certain confidential information and trade secrets, which includes but is not limited to production data, drilling schedules, financial results before they are disclosed publicly, technical data, customer and vendor lists, management methods, operating techniques, prospective acquisitions, employee lists, training manuals and procedures, personnel evaluation procedures, financial reports and/or other confidential information and knowledge concerning the business of the Company and its affiliates (hereinafter collectively referred to as "Confidential Information") which the Company desires to protect. The Participant understands and agrees that the Confidential Information is confidential and the Participant agrees not to disclose or reveal the Confidential Information to anyone outside the Company. Additionally, the Participant may receive Confidential Information and work on some projects that are not widely known throughout the Company, and the Participant agrees to not disclose or reveal such Confidential Information or details about the projects to any other person (including other employees of the Company). The Participant further agrees not to use or disclose the Confidential Information in order to compete with the Company at any time during or after the Participant’s employment with the Company.
Confidential Information and Non-Disclosure. During the course of the Participant’s employment with or engagement by the Company, the Participant will receive certain confidential information and trade secrets, which includes but is not limited to production data, drilling schedules, financial results before they are disclosed publicly, technical data, customer and vendor lists, management methods, operating techniques, prospective acquisitions, employee lists, training manuals and procedures, personnel evaluation procedures, financial reports and/or other confidential information and knowledge concerning the business of the Company and its affiliates (hereinafter collectively referred to as “Confidential Information”), which the Company desires to protect. The Participant understands and agrees that the Confidential Information is confidential and the Participant agrees not to disclose or reveal the Confidential Information to anyone outside the Company or use Confidential Information for the benefit of any person or entity other than the Company. Additionally, the Participant may receive Confidential Information and work on projects that are not widely known throughout the Company, and the Participant agrees to not disclose or reveal such Confidential Information or details about such projects to any other person (including other employees or independent contractors of the Company) except as required in connection with his or her job duties. The Participant further agrees not to use or disclose the Confidential Information in order to compete with the Company at any time during or after the Participant’s employment or engagement with the Company. The Participant is hereby notified in accordance with the Defend Trade Secrets Act of 2016 that the Participant will not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that is made in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney solely for the purpose of reporting or investigating a suspected violation of law, or is made in a complaint or other document that is filed under seal in a lawsuit or other proceeding. In addition, notwithstanding the foregoing, if the Participant files a lawsuit for retaliation against the Company for reporting a suspected violation of law, the Participant may disclose the Company’s trade secrets to the Participant’s attorney and use the trade secret information in the court proceeding if the Pa...
Confidential Information and Non-Disclosure. Director shall use all reasonable efforts to protect confidential information (“Confidential Information”) of the Company. Upon completion of Director’s term of service, Director shall use all reasonable efforts to return to Company or destroy all Confidential Information furnished by Company whether in written or electronic format.
Confidential Information and Non-Disclosure. Unless required by law or Court order to do so, or unless prior written authorization is received from WSP or the Client, Subcontractor shall not disclose Confidential Information to anyone other than WSP, the Client, or such other entities as WSP or the Client may direct in writing. For purposes of this Article, “
