Confidential Information/Trade Secrets and Unfair Competition Sample Clauses

Confidential Information/Trade Secrets and Unfair Competition. Employee acknowledges and agrees that the names and addresses of Ingleside Animal Hospital’s clients and prospective clients (“Clients”) and all other confidential information relating to those actual or prospective clients as well as all other information that has or could have commercial value or other utility in the business in which Ingleside Animal Hospital or its Clients are engaged or in which they contemplate engaging and information, that, if disclosed without authorization, could be detrimental to the interests of Ingleside Animal Hospital or its clients, whether or not such information is identified as confidential information by Ingleside Animal Hospital or its Clients constitutes Confidential Information/Trade Secrets of Ingleside Animal Hospital. By example, and without any limitation, Confidential Information/Trade Secrets includes all information on the profitability of Ingleside Animal Hospital, Ingleside Animal Hospital’s client lists and potential leads client lists, information relating to Ingleside Animal Hospital’s clients such as pricing information or profit margins, any other information relating to Ingleside Animal Hospital or Ingleside Animal Hospital’s clients that have been obtained or made known to Employee solely as a result of Employee performing his/her services for Ingleside Animal Hospital, sales, production and/or design techniques, product designs, copyrighted materials and software created for the benefit of Ingleside Animal Hospital, as well as Ingleside Animal Hospital’s business plans, strategy plans, sales figures, sales reports, accounting/financial records (including, but not limited to, balance sheets, profit and loss statements, tax returns, payable and receivable information, bank account information and other financial reporting information), personnel policies, marketing plans, buying habits or practices of Ingleside Animal Hospital’s clients not specifically aforementioned, Ingleside Animal Hospital’s marketing methods and related data, the names of any of Ingleside Animal Hospital’s vendors, or suppliers, information relating to costs, sales or services provided to Ingleside Animal Hospital by such vendors, the prices Ingleside Animal Hospital obtains or has obtained for Ingleside Animal Hospital’s products or services, compensation paid to Ingleside Animal Hospital’s employees and other terms of employment, information regarding Ingleside Animal Hospital’s relations with its employees, information regardi...
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Confidential Information/Trade Secrets and Unfair Competition. Employee acknowledges that, as part of her employment, Employee had access to information of a nature not generally disclosed to the public, and Employee agrees to keep confidential and not disclose to anyone, the business, proprietary, and trade secret information in the Employee’s possession, as well as any personal, confidential, or otherwise proprietary information regarding Employer’s employees, customers and clients, and/or Employer’s personnel practices and related matters. This obligation is understood to be in addition to, and not as any replacement for, any agreements Employee may have signed with Employer concerning confidentiality, trade secrets, non-disclosure, non-competition, non-solicitation, and/or assignment of inventions or other intellectual property developments, which agreements will remain in full force and effect. Employee agrees that she will not take, copy, use or distribute in any form or manner documents or information which Employer deems proprietary, including, but not limited to, research and development materials, information regarding customers and clients or prospective customers and clients, or potential business partners, financial information, business and strategic plans, software programs and codes, access codes, and other similar materials or information.

Related to Confidential Information/Trade Secrets and Unfair Competition

  • CONFIDENTIAL & PROPRIETARY INFORMATION The parties may provide technical information, documentation and expertise to each other that is either (1) marked as being confidential or, (2) if delivered in oral form is summarized in writing within 10 working days and identified as being confidential (“Confidential Information”). The receiving party shall for a period of five (5) years from the date of disclosure (i) hold the disclosing party’s Confidential Information in strict confidence, and (ii), except as previously authorized in writing by the disclosing party, not publish or disclose the disclosing party’s Confidential Information to anyone other than the receiving party’s employees on a need-to-know basis, and (iii) use the disclosing party’s Confidential Information solely for performance of this Contract. The foregoing requirement shall not apply to any portion of a party’s Confidential Information which (a) becomes publicly known through no wrongful act or omission on the part of the receiving party; (b) is already known to the receiving party at the time of the disclosure without similar nondisclosure obligations; (c) is rightfully received by the receiving party from a third party without similar nondisclosure obligations; (d) is approved for release by written authorization of the disclosing party; (e) is clearly demonstrated by the receiving party to have been independently developed by the receiving party without access to the disclosing party’s Confidential Information; or (f) is required to be disclosed by order of a court or governmental body or by applicable law, provided that the party intending to make such required disclosure shall promptly notify the other party of such intended disclosure in order to allow such party to seek a protective order or other remedy.

  • CONFIDENTIAL, PROPRIETARY, AND TRADE SECRET INFORMATION AND MATERIALS a. Buyer and Seller shall each keep confidential and protect from unauthorized use and disclosure all (i) confidential, proprietary and/or trade secret information of a Party or third party disclosed by a Party; (ii) software provided under this Contract in source code form or identified as subject to this Article; and (iii) tooling identified as subject to this Article: in each case that is obtained, directly or indirectly, from the other in connection with this Contract or Buyer’s contract with its customer, if any, (collectively referred to as "Proprietary Information and Materials"). Proprietary Information and Materials excludes information that is, as evidenced by competent records provided by the receiving Party, known to the receiving party or lawfully in the public domain, in the same form as disclosed hereunder, disclosed to the receiving Party without restriction by a third party having the right to disclose it, or developed by the receiving Party independently without use of or reference to the disclosing Party’s Proprietary Information and Materials.

  • Confidential Information 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 affiliated companies, and their respective businesses, which shall have been obtained by the Executive during the Executive's employment by the Company or any of its affiliated companies and which shall not be or become public knowledge (other than by acts by the Executive or representatives of the Executive 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 or as may otherwise be required by law or legal process, communicate or divulge any such information, knowledge or data to anyone other than the Company and those designated by it. 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.

  • Confidential or Proprietary Information The term “Confidential or Proprietary Information” for purposes of this Agreement shall mean any secret, confidential, or proprietary information of SunTrust or a SunTrust Affiliate (not otherwise included in the definition of Trade Secret in § 1.20 of this Agreement) that has not become generally available to the public by the act of one who has the right to disclose such information without violating any right of SunTrust or a SunTrust Affiliate.

  • Proprietary or Confidential Information Propriety or confidential information must be clearly labeled in the report submission as “proprietary” or “confidential.” To the extent possible, the information should be contained within one section or appendix that can be easily removed prior to publishing. Consult your NYSERDA Project Manager with any questions.

  • Confidential Information Breach This shall mean, generally, an instance where an unauthorized person or entity accesses Confidential Information in any manner, including but not limited to the following occurrences: (1) any Confidential Information that is not encrypted or protected is misplaced, lost, stolen or in any way compromised; (2)one or more third parties have had access to or taken control or possession of any Confidential Information that is not encrypted or protected without prior written authorization from the State; (3) the unauthorized acquisition of encrypted or protected Confidential Information together with the confidential process or key that is capable of compromising the integrity of the Confidential Information; or (4) if there is a substantial risk of identity theft or fraud to the Client Agency, the Contractor, DAS or State.

  • Protection of Confidential Information The Servicer shall keep confidential and shall not divulge to any party, without the Seller’s prior written consent, any nonpublic information pertaining to the Mortgage Loans or any borrower thereunder, except to the extent that it is appropriate for the Servicer to do so in working with legal counsel, auditors, taxing authorities or other governmental agencies or it is otherwise in accordance with Accepted Servicing Practices.

  • Confidential Information and Privacy (a) All non-public, confidential or proprietary information of Service Provider or Customer, as applicable, including, but not limited to, trade secrets, technology, inventions, samples, research, product designs, business plans, implementation plans, processes, document templates, information pertaining to business operations, methodologies, and strategies, and information pertaining to customers, pricing, and marketing (collectively, "Confidential Information"), disclosed by Service Provider or Customer (in such role the “Disclosing Party”) or Disclosing Party’s officers, directors or employees, whether disclosed orally or disclosed or accessed in written, electronic or other form or media, and whether or not marked, designated or otherwise identified as "confidential," in connection with the provision of the Services and this Agreement is confidential, and shall not be disclosed or copied by recipient Customer or Service Provider (in such role the “Recipient”), or Recipient’s officers, directors or employees, without the prior written consent of the Disclosing Party. Confidential Information does not include information that is:

  • Proprietary and Confidential Information The Distributor agrees on behalf of itself and its managers, officers, and employees to treat confidentially and as proprietary information of the Trust, all records and other information relative to the Trust and prior, present or potential shareholders of the Trust (and clients of said shareholders), and not to use such records and information for any purpose other than the performance of its responsibilities and duties hereunder, except (i) after prior notification to and approval in writing by the Trust, which approval shall not be unreasonably withheld and may not be withheld where the Distributor may be exposed to civil or criminal contempt proceedings for failure to comply, (ii) when requested to divulge such information by duly constituted authorities, or (iii) when so requested by the Trust. Records and other information which have become known to the public through no wrongful act of the Distributor or any of its employees, agents or representatives, and information that was already in the possession of the Distributor prior to receipt thereof from the Trust or its agent, shall not be subject to this paragraph. Further, the Distributor will adhere to the privacy policies adopted by the Trust pursuant to Title V of the Gxxxx-Xxxxx-Xxxxxx Act, as may be modified from time to time. In this regard, the Distributor shall have in place and maintain physical, electronic and procedural safeguards reasonably designed to protect the security, confidentiality and integrity of, and to prevent unauthorized access to or use of, records and information relating to the Trust and its shareholders.

  • E4 Confidential Information E4.1 Except to the extent set out in this clause or where disclosure is expressly permitted elsewhere in this Contract, each Party shall:

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