Common use of CONFIDENTIAL INFORMATION; NONSOLICITATION Clause in Contracts

CONFIDENTIAL INFORMATION; NONSOLICITATION. (a) Executive acknowledges that by reason of Executive's duties to and association with the Company, Executive has had and will have access to and become informed of Confidential Information which is a competitive asset of the Company and/or its Subsidiaries. Executive agrees to keep in strict confidence and not, directly or indirectly, make known, furnish, make available or use any Confidential Information, except for use in Executive's regular authorized duties on behalf of the Company. Executive acknowledges that all documents and other property including or reflecting Confidential Information furnished to Executive by the Company or otherwise acquired or developed by the Company or Executive or known by Executive shall at all times be the property of the Company. Executive shall take all appropriate steps to safeguard Confidential Information and protect it against disclosure, misuse, loss and theft. (b) Executive agrees that prior to the Termination Date and for two (2) years thereafter he shall not directly, or indirectly through another Person, (i) induce or attempt to induce any employee of the Company or any of its Subsidiaries to leave the employ of the Company or such Subsidiary, or in any way interfere with the relationship between the Company or any of its Subsidiaries and any employee thereof, (ii) hire any person who was an employee of the Company or any of its Subsidiaries at any time during the 90-day period immediately prior to the date on which such hiring would take place (it being conclusively presumed by the Company and Executive so as to avoid any disputes under this paragraph 7(b) that any such hiring within such 90-day period is in violation of clause (i) above), or (iii) call on, solicit or service any customer, supplier, licensee, licensor or other business relation of the Company or any of its Subsidiaries in order to induce or attempt to induce such Person to cease doing business with the Company or such Subsidiary. In addition, Executive agrees that prior to the Termination Date and thereafter he shall not in any way interfere with the relationship between any such customer, supplier, licensee or business relation and the Company or any of its Subsidiaries (including making any negative statements or communications about the Company or any of its Subsidiaries).

CONFIDENTIAL INFORMATION; NONSOLICITATION. (a) A. Executive acknowledges recognizes that by reason his employment with the Company will involve contact with information of Executive's duties substantial value to and association with the Company, which is not old and generally known in the trade, and which gives the Company an advantage over its competitors who do not know or use it, including but not limited to, techniques, designs, drawings, processes, inventions, developments, equipment, prototypes, sales and customer information, and business and financial information relating to the business, products, practices and techniques of the Company, (hereinafter referred to as "Confidential Information"). Executive has had will at all times regard and preserve as confidential such Confidential Information obtained by Executive from whatever source and will have access to and become informed not, either during his employment with the Company or thereafter, publish or disclose any part of such Confidential Information which is a competitive asset of the Company and/or its Subsidiaries. Executive agrees to keep in strict confidence and notany manner at any time, directly or indirectly, make known, furnish, make available or use any Confidential Information, the same except for use in Executive's regular authorized duties on behalf of the Company, without the prior written consent of the Company. As a condition of this Agreement, Executive will sign and return a copy of the Company's Confidential Information and Inventions Assignment Agreement, attached as Exhibit C. B. While employed by the Company, and for eighteen (18) months thereafter, Executive agrees that in order to protect the Company's confidential and proprietary information from unauthorized use, that Executive will not, either directly or through others, solicit or attempt to solicit any employee, consultant or independent contractor of the Company to terminate his or her relationship with the Company in order to become an employee, consultant or independent contractor to or for any other person or business entity; or the business of any customer or vendor of distributor of the Company which, at the time of termination for one (1) year immediately prior thereto, was listed on the Company's customer, vendor or distributor list. C. Executive acknowledges that all in his work for the Company, he will be expected not to use or disclose any confidential information, including trade secrets, of any former employer or other person to whom he has had an obligation of confidentiality. Executive agrees that he will not bring on to Company premises any unpublished documents or property belonging to any former employer or other person to whom he has an obligation of confidentiality. In the performance of his duties for the Company, Executive will be expected to use only that information which is generally known and other property including or reflecting Confidential Information furnished used by persons with training and experience comparable to Executive by his own, which is common knowledge in the Company industry or otherwise acquired legally in the public domain, or which is otherwise provided or developed by the Company or Executive or known by Executive shall at all times be the property of the Company. Executive shall take all appropriate steps to safeguard Confidential Information and protect it against disclosure, misuse, loss and theft. (b) Executive agrees that prior to the Termination Date and for two (2) years thereafter he shall not directly, or indirectly through another Person, (i) induce or attempt to induce any employee of the Company or any of its Subsidiaries to leave the employ of the Company or such Subsidiary, or in any way interfere with the relationship between the Company or any of its Subsidiaries and any employee thereof, (ii) hire any person who was an employee of the Company or any of its Subsidiaries at any time during the 90-day period immediately prior to the date on which such hiring would take place (it being conclusively presumed by the Company and Executive so as to avoid any disputes under this paragraph 7(b) that any such hiring within such 90-day period is in violation of clause (i) above), or (iii) call on, solicit or service any customer, supplier, licensee, licensor or other business relation of the Company or any of its Subsidiaries in order to induce or attempt to induce such Person to cease doing business with the Company or such Subsidiary. In addition, Executive agrees that prior to the Termination Date and thereafter he shall not in any way interfere with the relationship between any such customer, supplier, licensee or business relation and the Company or any of its Subsidiaries (including making any negative statements or communications about the Company or any of its Subsidiaries).

CONFIDENTIAL INFORMATION; NONSOLICITATION. (a) Executive acknowledges that by reason of Executive's his duties to and association with the Company, Executive he has had and will have access to and become informed of Confidential Information which is a competitive asset of the Company and/or its Subsidiaries. Executive agrees to keep in strict confidence and not, directly or indirectly, make known, furnish, make available or use use, any Confidential Information, except for use in Executive's regular authorized duties on behalf of the Company. Executive acknowledges that all documents and other property including or reflecting Confidential Information furnished to Executive by the Company or otherwise acquired or developed by the Company or Executive or known by Executive shall at all times be by the property of the Company. Executive shall take all appropriate steps to safeguard Confidential Information and protect it against disclosure, misuse, loss and theft. (b) Executive agrees that prior to during the Termination Date Employment Period and for two three (23) years thereafter he shall not directly, or indirectly through another Person, (i) induce or attempt to induce any employee of the Company or any of its Subsidiaries to leave the employ of the Company or such Subsidiary, or in any way interfere with the relationship between the Company or any of its Subsidiaries and any employee thereof, (ii) hire any person who was an employee of the Company or any of its Subsidiaries at any time during the 90-day period immediately prior to the date on which such hiring would take place (it being conclusively presumed by the Company and Executive so as to avoid any disputes under this paragraph 7(b5(b) that any such hiring within such 90-day period is in violation of clause (i) above), or (iii) call on, solicit or service any customer, supplier, licensee, licensor or other business relation of the Company or any of its Subsidiaries in order to induce or attempt to induce such Person to cease doing business with the Company or such Subsidiary. In addition, during the Employment Period and thereafter, Executive agrees that prior to the Termination Date and thereafter he shall not in any way interfere with the relationship between any such customer, supplier, licensee or business relation and the Company or any of its Subsidiaries (including making any negative statements or communications about the Company or any of its Subsidiaries).

CONFIDENTIAL INFORMATION; NONSOLICITATION. (a) Executive acknowledges that by reason of Executive's duties agrees to execute on the Effective Date and association with the Company, Executive has had and will have access to and become informed of Confidential Information which is a competitive asset be bound as of the Company and/or its Subsidiaries. Executive agrees to keep in strict confidence and not, directly or indirectly, make known, furnish, make available or use any Confidential Information, except for use in Executive's regular authorized duties on behalf Effective Date by the terms of the Company. 's form of confidentiality agreement attached hereto as Exhibit A. The terms of such confidentiality agreement shall supersede and preempt all prior confidentiality agreements in effect between Executive acknowledges that all documents and other property including or reflecting Confidential Information furnished to Executive by the Company or otherwise acquired or developed by prior to the Company or Executive or known by Executive shall at all times be the property of the Company. Executive shall take all appropriate steps to safeguard Confidential Information and protect it against disclosure, misuse, loss and theftEffective Time. (b) Executive agrees that prior to until the Termination Date and for date which is two (2) years thereafter after the termination of the Employment Period, he shall not directly, or indirectly through another Person, (i) induce or attempt to induce any employee of the Company or any of its Subsidiaries to leave the employ of the Company or such Subsidiary, or in any way interfere with the relationship between the Company or any of its Subsidiaries and any employee thereof, (ii) hire any person who was an employee of the Company or any of its Subsidiaries at any time during the 90180-day period immediately prior to the date on which such hiring would take place (it being conclusively presumed by the Company and Executive so as to avoid any disputes under this paragraph 7(b6(b) that any such hiring within such 90180-day period is in violation of clause (i) above), or (iii) call on, solicit or service any customer, supplier, licensee, licensor or other business relation of the Company or any of its Subsidiaries in order to induce or attempt to induce such Person to cease doing business, or to reduce the amount of business conducted, with the Company or such Subsidiary. In addition, during the Employment Period and for the three-year period thereafter, Executive agrees that prior to the Termination Date and thereafter he shall not in any way interfere with the relationship between any such customer, supplier, licensee or business relation and the Company or any of its Subsidiaries (including making any negative statements or communications about the Company or any of its Subsidiaries).