Confidential Information and Noncompetition. (1) The Executive shall hold in a fiduciary capacity for the benefit of the Company all secret or confidential information, knowledge or data relating to the Company, or any of its subsidiaries, affiliates and businesses, which shall have been obtained by the Executive pursuant to his employment by the Company or any of its subsidiaries and affiliates and which shall not have become public knowledge (other than by acts by the Executive or his representatives in violation of this Agreement). After termination of the Executive's employment with the Company, the Executive shall not, without the prior written consent of the Company, communicate or divulge any such information, knowledge or data to anyone other than the Company and those designated by it. However, in no event shall an asserted violation of the provisions of this Section 10 constitute a basis for deferring or withholding any amounts otherwise payable to the Executive under this Agreement.
(2) During the Period of Employment and during the one (1)-year period immediately following (i) the Company's termination of the Executive's employment for Cause or (ii) the Executive's termination of his employment other than for Good Reason, the Executive shall not, directly or indirectly, engage in, be employed by, act as a consultant to, or be a director, officer, owner or partner of, any business activity or entity which competes significantly and directly with the Company or any of its subsidiaries in lines of business conducted by the Company or its subsidiaries during the Period of Employment or, for purposes of applying this noncompetition restriction after the Period of Employment, in lines of business conducted by the Company or its subsidiaries as of the Date of Termination and, in either event, in any geographic area in which the Company or its subsidiaries engage in such business; provided, however, that it shall not be a violation of this paragraph (b) for the Executive to continue to serve in those current directorships which are disclosed to the Company by the Executive in writing at the time of his execution of this Agreement; and provided further that it shall not be a violation of this Agreement for the Executive to own an interest of less than five percent (5%) in any entity whose ownership interests are publicly traded.
Confidential Information and Noncompetition. Executive agrees and acknowledges that Executive's talents, skills, and experience are unique, and that Company has invested considerable efforts and money in developing and compiling customer lists, supplier lists, and trade and market information, in developing business techniques and practices, and in maintaining valuable market relationships; that such items and all other information that relates to the business of the Company, the business of any customer or supplier of the Company, or the business of any person, firm, or corporation that consults with or is affiliated with the Company, constitute for purposes hereof the "Confidential Information" of the Company; and that the Confidential Information is valuable property of the company and is vital to the operation and continuation of the Company's business. Confidential Information shall not include information so generally known as to be part of the public domain. Executive acknowledges that the Company has and will disclose Confidential Information to Executive and afford him access to Confidential Information in connection with his employment with the Company. Executive agrees that he shall use such Confidential Information solely for the benefit of the Company. Executive further acknowledges that the grant of 25,000 restricted shares referred to in section 3(d) is being made by the Company in order to induce Executive to agree to the restrictions contained in this Section 12 and that Executive has received valuable consideration commensurate with those restrictions. Accordingly, Executive agrees and acknowledges that:
(a) Except as required in the performance of his duties as an employee of the Company, Executive shall not at any time, either directly or indirectly, use, divulge, disclose, or communicate to any person, firm, or corporation in any manner whatsoever any Confidential Information.
(b) Executive has been given access to the Company's Confidential Information solely for purposes relating to his employment by the Company. Executive shall have no rights in such Confidential Information or any letters patent, copyrights, or other proprietary rights relating thereto, and Executive hereby assigns to the Company any supplemental or additional information relating to the Confidential Information acquired by Executive, whether solely or in collaboration with others, that relates in any manner to either the subject of Executive's work for the Company or any business of the Company during the Co...
Confidential Information and Noncompetition. (a) The Executive shall hold in a fiduciary capacity for the benefit of the Corporation all secret or confidential information, knowledge or data, including without limitation all trade secrets, relating to the Corporation or any Affiliated Companies, and their respective businesses, (i) obtained by the Executive during his employment by the Corporation or any of its Affiliated Companies and (ii) which is not otherwise publicly known (other than by reason of an unauthorized act by the Executive). After termination of the Executive's employment with the Corporation, the Executive shall not without the prior written consent of the Corporation, unless compelled pursuant to an order of a court or other body having jurisdiction over such matter, communicate or divulge any such information, knowledge or data to anyone other than the Corporation and those designated by it. In no event shall an asserted violation of the provisions of this Section 12(a) constitute a basis for deferring or withholding any amounts otherwise payable to the Executive under this Agreement.
(b) Upon termination of the Executive's employment for any reason whatsoever prior to a Change of Control, the Executive shall not, without the prior written consent of the Corporation, during the two- year period following the Date of Termination (i) accept employment or enter into a consulting or advisory arrangement with Amway Corporation, Sarx Xxx Xxrporation, Premark International, Inc., Marx Xxy Xxsmetics, Inc., or any of their affiliates; or (ii) directly solicit or aid in the direct solicitation of any employees of the Corporation or an Affiliated Company to leave their employment. In the event the Executive violates the terms of this Section 12(b), all benefit continuation coverage that the Executive and/or his family members are then receiving pursuant to the terms of Section 6(d) shall cease. Also, in the event that this Section 12(b) is determined to be unenforceable in part, it shall be construed to be enforceable to the maximum extent permitted by law.
Confidential Information and Noncompetition. (a) Employee realizes that during this Agreement, Employee will produce and/or will have access to confidential memoranda, notes, information, records, maps, research results, business projections, business and research notebooks, data, formulae, specifications, trade secrets, customer lists, inventions and processes of Employer, and other information of a confidential nature (collectively, "Confidential Information").
(b) Both during the term of this Agreement and subsequent to its termination, Employee agrees to hold all Confidential Information in confidence and not to disclose, and not directly or indirectly to use, copy, digest or summarize, any Confidential Information, except to the extent necessary to carry out Employee's responsibilities as directed or authorized by Employer and, after termination of Employee's employment hereunder, as specifically authorized in writing by Employer.
(c) All records in whatsoever form and in whatsoever medium recorded, and any and all copies thereof (including volatile electronic or magnetic signals), relating to Employer's business that Employee shall prepare, or use, or come into contact with in the course of his executing his duties under this Agreement, shall be and remain the sole property of Employer and shall not be
Confidential Information and Noncompetition. The Executive has entered into the Employer’s Agreement Concerning Confidentiality, Inventions, Documents, Nonsolicitation and Unfair Competition on the date hereof, a copy of which is attached to this Agreement.
Confidential Information and Noncompetition. Executive agrees and acknowledges that Executive's talents, skills, and experience are unique, and that Company has invested considerable efforts and money in developing and compiling customer lists, supplier lists, and trade and market information, in developing business techniques and practices, and in maintaining valuable market relationships; that such items and all other information that relates to the business of the Company, the business of any customer or supplier of the Company, or the business of any person, firm, or corporation that consults with or is affiliated with the Company, constitute for purposes hereof the "Confidential Information" of the Company; and that the Confidential Information is valuable property of the company and is vital to the operation and continuation of the Company's business. Confidential Information shall not include information so generally known as to be part of the public domain. Executive acknowledges that the Company has and will disclose Confidential Information to Executive and afford him access to Confidential Information in connection with his employment with the Company. Executive agrees that he shall use such Confidential Information solely for the benefit of the Company. Executive further acknowledges that Executive has received valuable consideration commensurate with those restrictions. Accordingly, Executive agrees and acknowledges that:
(a) Except as required in the performance of his duties as an employee of the Company, Executive shall not at any time, either directly or indirectly, use, divulge,
Confidential Information and Noncompetition. From January 1, 2018 onward, Advisor hereby agrees that Advisor will remain subject to and comply with the provisions of this Section 3.5.
Confidential Information and Noncompetition. I agree that my post-employment obligations to Skyline, including but not limited to, Section 7 of the Employment Agreement, “Confidential Information and Noncompetition,” will remain in full force and effect and will be enforceable against me as provided therein and will be considered incorporated by reference in this Agreement.
Confidential Information and Noncompetition. The Noncompetition and Nondisclosure Agreement between Officer and the Company dated November 23, 1997, is incorporated herein by this reference and remains fully effective according to its terms. Furthermore, the Officer shall hold in a fiduciary capacity for the benefit of the Company all secret or confidential information, knowledge or data relating to the Company or any of its affiliated companies and their respective businesses that the Officer obtains during the Officer's employment by the Company or any of its affiliated companies and that is not public knowledge (other than as a result of the Officer's violation of this subsection ("Confidential Information"). The Officer shall not communicate, divulge or disseminate Confidential Information at any time during or for not less than five (5) years after the Officer's employment with the Company, except with the prior written consent of the Company or as otherwise required by law or legal process. In no event shall any asserted violation of the provisions of this subsection constitute a basis for deferring or withholding any amounts otherwise payable to the Officer under this Agreement. Any provision of any other agreement between the Officer and Interstate Energy Corporation or Interstate Power Company relating to noncompetition and nondisclosure of information is null and void and of no further effect.
Confidential Information and Noncompetition. (a) Employee shall not knowingly use for his own benefit or disclose or reveal to any unauthorized person, any trade secret or other confidential information relating to the Company, or to any of the businesses operated by it, including, without limitation, the terms of this Agreement, any customer lists, customer needs, price and performance information, processes, specifications, hardware, software, devices, supply sources and characteristics, business opportunities, marketing, promotional pricing and financing techniques, or other information relating to the business of the Company, and Employee confirms that such information constitutes the exclusive property of the Company. Such restriction on confidential information shall remain in effect until such time as the confidential information is (i) generally available in the industry, (ii) disclosed in published literature or (iii) obtained by Employee from a third party without binder of secrecy. Employee agrees that he will return to the Company any physical embodiment of such confidential information upon termination of employment.
(b) During the term of Employee's employment hereunder and for a period of twelve (12) months following termination of such employment (irrespective of the reason for such termination) Employee (i) shall not engage or propose to engage, directly or indirectly (which includes, without limitation, owning, managing, operating, controlling, being employed by, giving financial
