Common use of Confidential Information; Assignment of Inventions Clause in Contracts

Confidential Information; Assignment of Inventions. (a) As used herein, the term "Confidential Information" includes, but is not limited to, all information and materials belonging to, used by, or in the possession of the Company (i) which have been disclosed or made known to, or has come into the possession of the Executive as a consequence of or through the Executive's relationship with the Company prior to or after the date hereof, (ii) which are related to the Company's customers, potential customers, suppliers, distributors, sales representatives or agents, business strategies or policies, financial or sales results, sales and management techniques, marketing plans, research or development, reports, records, software, systems, source or object code, software documentation or instruction or user manuals, and (iii) which have not generally been made available to the public (not including customers) by the Company pursuant to a specific authorization in the ordinary course of business by the Company of the release of such information to the public or otherwise published and released by the Company to the general public. Notwithstanding the foregoing, the Executive may release Confidential Information if (1) required by law, (2) necessary to establish a lawful claim or defense against the Company, (3) necessary to establish a lawful claim or defense against a person or entity other than the Company, but only with the permission, which shall not be unreasonably withheld, of the Company, or (4) necessary to respond to process or appropriate governmental inquiry, but then in each case only with prior notice to the Company.

Appears in 5 contracts

Samples: Employment Agreement (Cross Medical Products Inc /De), Employment Agreement (Cross Medical Products Inc /De), Employment Agreement (Cross Medical Products Inc /De)

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Confidential Information; Assignment of Inventions. (a) As used herein, the term "Confidential Information" includes, but is not limited to, all information and materials belonging to, used by, or in the possession of the Company (i) which have been disclosed or made known to, or has come into the possession of the Executive as a consequence of or through the Executive's relationship with the Company prior to or after the date hereof, (ii) which are related to the Company's customers, potential customers, suppliers, distributors, sales representatives or agents, business strategies or policies, financial or sales results, sales and management techniques, marketing plans, research or development, reports, records, software, systems, source or object code, software documentation or instruction or user manuals, and (iii) which have not generally been made available to the public (not including customers) by the Company pursuant to a specific authorization in the ordinary course of business by the Company of the release of such information to the public or otherwise published and released by the Company to the general public. Notwithstanding the foregoing, the Executive may release Confidential Information if (1) required by law, (2) necessary to establish a lawful claim or defense against the Company, (3) necessary to establish a lawful claim or defense against a person or entity other than the Company, but only with the permission, which shall not be unreasonably withheld, of the Company, or (4) necessary to respond to process or appropriate governmental inquiry, but then in each case only with prior notice to the Company.

Appears in 5 contracts

Samples: Employment Agreement (Danninger Medical Technology Inc), Employment Agreement (Danninger Medical Technology Inc), Employment Agreement (Danninger Medical Technology Inc)

Confidential Information; Assignment of Inventions. (a) As used herein, the term "Confidential Information" includes, but is not limited to, all information and materials belonging to, used by, or in the possession of the Company (i) which have been disclosed or made known to, or has have come into the possession of the Executive as a consequence of or through the Executive's ’s relationship with the Company prior to or after the date hereof, (ii) which are related to the Company's ’s customers, potential customers, suppliers, distributors, sales representatives or agentsalliance partners, business strategies or policies, financial or sales results, sales and management techniques, marketing plans, research or development, reports, records, software, systems, source or object code, software documentation or instruction or user manuals, and (iii) which have not generally been made available to the public (not including customers) by the Company pursuant to a specific authorization in the ordinary course of business by the Company of the release of such information to the public or otherwise published and released by the Company to the general public. Notwithstanding the foregoing, the Executive may release Confidential Information Information, in each case only with prior notice to the Company, if (1) required by law, (2) necessary to establish a lawful claim or defense against the Company, (3) necessary to establish a lawful claim or defense against a person or entity other than the Company, but only with the permission, which shall not be unreasonably withheld, of the Company, or (4) necessary to respond to process or appropriate governmental inquiry, but then in each case only with prior notice to the Company.

Appears in 1 contract

Samples: Employment Agreement (Fiserv Inc)

Confidential Information; Assignment of Inventions. (a) As used herein, the term "Confidential Information" includes, but is not limited to, all information and materials belonging to, used by, or in the possession of the Company (i) which have been disclosed or made known to, or has come into the possession of the Executive Employee as a consequence of or through the Executive's Employee’s relationship with the Company prior to or after the date hereof, (ii) which are related to the Company's ’s customers, potential customers, suppliers, distributors, sales representatives or agents, business strategies or policies, financial or sales results, sales and management techniques, marketing plans, research or development, reports, records, software, systems, source or object code, software documentation or instruction or user manuals, and (iii) which have not generally been made available to the public (not including customers) by the Company pursuant to a specific authorization in the ordinary course of business by the Company of the release of such information to the public or otherwise published and released by the Company to the general public. Notwithstanding the foregoing, the Executive Employee may release Confidential Information if (1) required by law, (2) necessary to establish a lawful claim or defense against the Company, (3) necessary to establish a lawful claim or defense against a person or entity other than the Company, but only with the permission, which shall not be unreasonably withheld, of the Company, or (4) necessary to respond to process or appropriate governmental inquiry, but then in each case only with prior notice to the Company.

Appears in 1 contract

Samples: Employment Agreement (Rocky Brands, Inc.)

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Confidential Information; Assignment of Inventions. (a) As used herein, the term "Confidential Information" includes, but is not limited to, all information and materials belonging to, used by, or in the possession of the Company (i) which have been disclosed or made known to, or has have come into the possession of the Executive as a consequence of or through the Executive's relationship with the Company prior to or after the date hereof, (ii) which are related to the Company's customers, potential customers, suppliers, distributors, sales representatives or agentsalliance partners, business strategies or policies, financial or sales results, sales and management techniques, marketing plans, research or development, reports, records, software, systems, source or object code, software documentation or instruction or user manuals, and (iii) which have not generally been made available to the public (not including customers) by the Company pursuant to a specific authorization in the ordinary course of business by the Company of the release of such information to the public or otherwise published and released by the Company to the general public. Notwithstanding the foregoing, the Executive may release Confidential Information Information, in each case only with prior notice to the Company, if (1) required by law, (2) necessary to establish a lawful claim or defense against the Company, (3) necessary to establish a lawful claim or defense against a person or entity other than the Company, but only with the permission, which shall not be unreasonably withheld, of the Company, or (4) necessary to respond to process or appropriate governmental inquiry, but then in each case only with prior notice to the Company.

Appears in 1 contract

Samples: Employment Agreement (Checkfree Corp \Ga\)

Confidential Information; Assignment of Inventions. (a) As used herein, the term "Confidential Information" includes, but is not limited to, all information and materials belonging to, used by, or in the possession of the Company (i) which have been disclosed or made known to, or has come into the possession of the Executive Consultant as a consequence of or through the ExecutiveConsultant's relationship with the Company prior to before or after the date hereof, (ii) which are related to the Company's customers, potential customers, suppliers, distributors, sales representatives or agents, business strategies or policies, operating practices, operating manuals, recipes, financial or sales results, sales and management techniques, marketing plans, strategic plans, research or development, reports, records, software, systems, source or object code, software documentation or instruction or user manuals, and (iii) which have not generally been made available to the general public (not including customers) by the Company pursuant to a specific authorization in the ordinary course of business by the Company of the release of such information to the general public or otherwise published and released by the Company to the general public. Notwithstanding the foregoing, the Executive Consultant may release Confidential Information if (1) required by law, (2) necessary to establish a lawful claim or defense against the Company, (3) necessary to establish a lawful claim or defense against a person or entity other than the Company, but only with the permission, which shall not be unreasonably withheld, of the Company, or (4) necessary to respond to process or appropriate governmental inquiry, but then in each case of items (1) to (4) hereof, only with prompt and reasonable prior notice to Company to enable Company to seek appropriate protective orders or otherwise protect the CompanyConfidential Information.

Appears in 1 contract

Samples: Contractor Consulting Agreement (Max & Ermas Restaurants Inc)

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