Confidential Information and Return of Company Property. (a) Employee shall hold in strict confidence and shall not, either during the term of this Agreement or after the termination hereof, disclose, directly or indirectly, to any third party, person, firm, corporation or other entity, irrespective of whether such person or entity is a competitor of the Company or is engaged in a business similar to that of the Company, any Confidential Information (as define in Section 3.3) of the Company or any subsidiary or Affiliate (as defined in Section 3.3) of the Company obtained or developed by the Employee from, through, or in the course of Employee’s employment hereunder.
(b) Notwithstanding the foregoing limitations, the Employee shall not be required to keep confidential any information that: (i) is known or available through other lawful sources, or (ii) is or becomes Publicly Known or generally known in the industry through no fault of the Employee, Employee’s agents or another individual or entity that owes a duty of confidentiality to the Company, or (iii) is required to be disclosed pursuant to any statutes, laws, rules, regulations, ordinances, codes, directives, writs, injunctions, decrees, judgments, and orders of any governmental body (provided the Company is given reasonable prior notice).
(c) At any time requested by the Company and/or at termination of the Employee’s employment for any reason, Employee will promptly deliver to the Company or permanently destroy all property and materials in any form belonging to or relating to the Company, its business and the business of any of its Customers or Potential Customers (as defined in Section 3.3) (the “Company Property”). Following such request by the Company or termination of employment, the Employee shall not download or keep copies of Company Property in any hard or soft format and shall certify in writing that all Company Property has been returned to the Company or permanently destroyed.
(d) Employee shall not publicly disparage the Company, its business or its employees.
Confidential Information and Return of Company Property a. The Executive acknowledges and agrees that the Confidential Information (as defined below) of the Company and any GLDD Entity that she obtained during the course of her employment by the Company and during the Consulting Period is the property of the Company or such other GLDD Entity. The Executive will never, directly or indirectly, disclose, publish or use any Confidential Information of which the Executive has become aware, whether or not such information was developed by her. All duties and obligations set forth in this Agreement regarding Confidential Information shall be in addition to those which exist under the Illinois Trade Secrets Act and at common law.
b. As used in this Agreement, “Confidential Information” means information that is not generally known to the public and that was or is used, developed or obtained by the Company or any other GLDD Entity, in connection with its businesses, including but not limited to:
Confidential Information and Return of Company Property a. The Consultant acknowledges and agrees that the Confidential Information (as defined below) of the Company and its subsidiaries and any other entity related to the Company (each, a “GLDD Entity”) that he obtained during the course of his employment by the Company and the Term of this Agreement is the property of the Company or such other GLDD Entity. The Consultant will never, directly or indirectly, disclose, publish or use any Confidential Information of which the Consultant has become aware, whether or not such information was developed by him. All duties and obligations set forth in this Agreement regarding Confidential Information shall be in addition to those that exist under the Illinois Trade Secrets Act and at common law.
b. As used in this Agreement, “Confidential Information” means information that is not generally known to the public and that was or is used, developed or obtained by the Company or any other GLDD Entity, in connection with its businesses, including but not limited to:
Confidential Information and Return of Company Property. Executive recognizes and acknowledges that all information pertaining to the affairs, business, results of operations, accounting methods, practices and procedures, members, acquisition candidates, financial condition, clients, customers or other relationships of the Company (“Information”) is confidential and is a unique and valuable asset of the Company. Executive shall not, at any time, including following Executive’s separation from service with the Company, give to any person, firm, associate, corporation, or governmental agency any Information, except as may be required by law. Executive will not make use of the Information for Executive’s own purposes or for the benefit of any person or organization other than the Company. Executive will also use Executive’s best efforts to prevent the disclosure of Information by others. All records, memoranda, etc. relating to the business of the Company are confidential and will remain the property of the Company. Executive shall return all Company property to the Company within three days of the effective date of Executive’s separation from service. If Executive violates the terms of this Section 10, the Company will be entitled, upon making the requisite showing, to, among other things, preliminary and/or permanent injunctive relief in any court of competent jurisdiction to restrain the breach of or otherwise to specifically enforce any of the covenants contained in this Section 10 without the necessity of showing any actual damage or that monetary damages would not provide an adequate remedy. Such right to an injunction will be in addition to, and not in limitation of, any other rights or remedies the Company may have under this Agreement.
Confidential Information and Return of Company Property. (a) You agree that you have had access to the Company’s confidential information, including, but not limited to all proprietary information, data, trade secrets, and know-how, including, without limitation, research, client lists, markets, marketing and other plans, and financial data, that said information is valuable to the Company, and that the unauthorized release of that information would cause serious damage to the Company. You agree that you shall not disclose any of the Company’s Confidential Information (defined in your employment agreement with the Company) or trade secrets without the Company’s written consent. All written materials, records and documents made by you or coming into your possession during your employment or engagement by the Company concerning the business or affairs of the Company and/or its Confidential Information are the sole property of the Company and you shall immediately deliver the same to the Company. You agree that you have or will immediately return any Company property in your possession, including laptop computers, calling cards, cell phones, credit cards, keys, and identification badges.
(b) Nothing in this Release Agreement shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation, or order. You shall promptly provide written notice of any such order to an authorized officer of the Company.
(c) Notice of Immunity under the Economic Espionage Act of 1996, as amended by the Defend Trade Secrets Act of 2016. Notwithstanding any other provision of this Release Agreement:
(i) You will not be held criminally or civilly liable under any federal or state trade secret law for any disclosure of a trade secret that is made: (1) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, and solely for the purpose of reporting or investigating a suspected violation of law; or (2) in a complaint or other document that is filed under seal in a lawsuit or other proceeding.
(ii) If you file a lawsuit for retaliation by the Company for reporting a suspected violation of law, you may disclose the Company’s trade secrets to your attorney and use the trade secret information in the court proceeding if you: (1) file...
Confidential Information and Return of Company Property a. The Executive acknowledges and agrees that the Confidential Information (as defined below) of the Company and its subsidiaries and any other entity related to the Company (each, a “GLDD Entity”) that he obtained during the course of his employment by the Company is the property of the Company or such other GLDD Entity. The Executive will never, directly or indirectly, disclose, publish or use any Confidential Information of which the Executive has become aware, whether or not such information was developed by him. All duties and obligations set forth in this Agreement regarding Confidential Information shall be in addition to those that exist under the Illinois Trade Secrets Act and at common law.
b. As used in this Agreement, “Confidential Information” means information that is not generally known to the public and that was or is used, developed or obtained by the Company or any other GLDD Entity, in connection with its businesses, including but not limited to:
Confidential Information and Return of Company Property a. You agree that you shall remain bound by your obligations and all of the terms under the Employee Confidentiality and Invention Assignment Agreement (the “NDA”) which you signed on September 16, 2019, and the terms of which shall continue in full force and effect. Except as otherwise provided in paragraphs 12 and 13 of this Agreement, you agree that you shall not retain, use and/or disclose any confidential and/or proprietary information you learned or acquired while employed by the Company, including, but not limited to, personnel and compensation information other than your own (including with respect to information about the hiring of recruitment of prospective employment candidates of the Company); financial information and data; technical data and information; programmatic and operational information; client identities and information; marketing and/or expansion plans, data and information; recipes; business information; strategy; research; information related to the Company’s computer and/or communications systems; and/or information the nature of which would commonly be reasonably understood to be confidential (“Confidential and Proprietary Information”), except as required by law, including to any of your former employers prior to your employment with the Company. You further promise that you shall not directly or indirectly use, disclose, reproduce, sell, retain, remove from the premises, make available to any other person or entity, or use for your own or for any other person or entity’s benefit, any portion of the Confidential and Proprietary Information. You also promise that you shall not use any such Confidential and Proprietary Information to damage the Company, its interests or its clients, or any other person or entity with which the Company does business.
b. You certify that (i) to the best of your knowledge, you have returned any and all property belonging to the Company and/or any of its affiliated entities, except for your Company issued laptop which the Company is allowing you to keep provided that you delete all Confidential and Proprietary Information from said laptop, (ii) you have permanently deleted all Confidential and Proprietary Information from your home and/or personal computer drives and from any other personal electronic, digital or magnetic storage devices, and (iii) you will remain in strict compliance with the NDA, as well as your obligations under any applicable Company policies, including without limitation those r...
Confidential Information and Return of Company Property. Xxxxxxx agrees to maintain as confidential, and not to use or disclose at any time, any non-public, confidential or proprietary information of the Company or relating to the Company, including but not limited to the Company’s financial information, financial assessments, charts, graphs, books, records, guidelines, summaries, reports, analyses, strategies, proprietary software or programs, technical models, pricing models, trade secrets and all other non-public information relating to the Company and/or its clients. On or before the Separation Date, Xxxxxxx shall return to the Company all binders, manuals, notebooks, files, records, tapes (audio, video or otherwise), discs, CD ROMS or other storage mechanisms of documents or information made, used or kept by Xxxxxxx in connection with the business of the Company, its clients and prospective clients, marketing prospects, and all copies thereof, which shall be and shall remain solely the property of the Company.
Confidential Information and Return of Company Property. Employee acknowledges that all confidential information regarding the business of AMS compiled by, created by, obtained by, or furnished to, Employee during his employment with AMS is the exclusive property of AMS. On or before Separation Date, Employee will return to AMS all originals and copies of any material involving such confidential information. Employee further agrees that such confidential information is a valuable and unique asset of AMS and agrees that he will not at any time after execution of this Agreement, directly or indirectly, divulge or use such information, whether or not such information is in written or other tangible form unless required by law. Employee shall also return to AMS on or before Separation Date any items in his possession, custody or control that are the property of AMS including, but not limited to, his employee manual, passwords, office equipment, identification card and office keys. Notwithstanding the foregoing, AMS and Employee agree that Employee may retain for personal use the following AMS property: a laptop computer (Asset No. 41279). Such laptop computer will be provided to Employee within fifteen (15) days of his execution of this Agreement provided he has complied with the terms of this Section 14. In order to ensure that AMS is not in breach of its software licenses, Employee shall return the laptop computer to the AMS’s IT Department in order that AMS may delete all Company or third party software and data files from the computer. Employee shall not make any copies of the same prior to this deletion exercise. AMS provides no warranty as to the condition of the computer which has been in Employee’s possession and subject to Employee’s control. Employee shall return any other computer property of AMS in accordance with the provisions of this Section 14.
Confidential Information and Return of Company Property. Employee acknowledges that all confidential information regarding the business of AMS compiled by, created by, obtained by, or furnished to, Employee during his employment with AMS is the exclusive property of AMS. On or before the Separation Date, Employee shall return to AMS all originals and copies of any material involving such confidential information. Employee further agrees that such confidential information is a valuable and unique asset of AMS and agrees that he will not at any time after execution of this Agreement, directly or indirectly, divulge or use such information, whether or not such information is in written or other tangible form unless required by law. Employee also shall return to AMS on or before the Separation Date any items in his possession, custody or control that are the property of AMS including, but not limited to, his computer, employee manual, passwords, office equipment, identification card, parking pass and office keys. In the event that AMS believes that Employee has not returned its confidential information or property, AMS shall notify Employee in writing of its belief and basis for its claim. Employee shall have seven (7) days to cure the alleged defect or verify in writing that he has returned the confidential information or company property.
