Common use of Confidential/Trade Secret Information Defined Clause in Contracts

Confidential/Trade Secret Information Defined. During the course of Employee’s employment, Employee will have access to various confidential/trade secret information of the Company. “Confidential/trade secret information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business. Employee and the Company agree that the term “confidential/trade secret” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee for the Company, including its affiliates and its predecessors and/or their employees during the term of Employee’s employment with the Company. It does not include any information which (a) was in the lawful and unrestricted possession of Employee prior to its disclosure to Employee by the Company or its affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee after receiving it, or (c) has been received lawfully and in good faith by Employee from a third party who is not and has never been an employee of the Company or its affiliates or predecessors and who did not derive it from the Company or its affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeConsultant’s employmentengagement, Employee will Consultant may have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Consultant and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Consultant for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeConsultant’s employment engagement with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Consultant prior to its disclosure to Employee Consultant by the Company or Company, its subsidiaries, affiliates or predecessors, or owned thereby, which shall be included in Confidential/Trade Secret Information, (b) is or becomes generally available to the public by lawful acts other than those of Employee Consultant after receiving it, or (c) has been received lawfully and in good faith by Employee Consultant from a third party who is not and has never been an employee a Consultant of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeConsultant’s employmentengagement, Employee Consultant will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Consultant and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Consultant for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeConsultant’s employment engagement with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Consultant prior to its disclosure to Employee Consultant by the Company or Company, its subsidiaries, affiliates or predecessors, or owned thereby, which shall be included in Confidential/Trade Secret Information, (b) is or becomes generally available to the public by lawful acts other than those of Employee Consultant after receiving it, or (c) has been received lawfully and in good faith by Employee Consultant from a third party who is not and has never been an employee a Consultant of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeExecutive’s employment, Employee Executive will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Executive and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, e-mail, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Executive for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeExecutive’s employment with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Executive prior to its disclosure to Employee Executive by the Company or Company, its subsidiaries, affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee Executive after receiving it, or (c) has been received lawfully and in good faith by Employee Executive from a third party who is not and has never been an employee executive of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeExecutive’s employment, Employee Executive will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Executive and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Executive for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeExecutive’s employment with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Executive prior to its disclosure to Employee Executive by the Company or Company, its subsidiaries, affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee Executive after receiving it, or (c) has been received lawfully and in good faith by Employee Executive from a third party who is not and has never been an employee executive of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of Employee’s employment, Employee will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, e-mail, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of Employee’s employment with the CompanyCompany and prior thereto. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee prior to its disclosure to Employee by the Company or Company, its subsidiaries, affiliates or predecessorspredecessors (including, but not limited to Designer Apparel Group, LLC), or owned thereby, which shall be included in Confidential/Trade Secret Information, (b) is or becomes generally available to the public by lawful acts other than those of Employee after receiving it, or (c) has been received lawfully and in good faith by Employee from a third party who is not and has never been an employee executive of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeConsultant’s employmentengagement, Employee Consultant will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Consultant and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Consultant for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeConsultant’s employment engagement with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Consultant prior to its disclosure to Employee Consultant by the Company or Company, its subsidiaries, affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee Consultant after receiving it, or (c) has been received lawfully and in good faith by Employee Consultant from a third party who is not and has never been an employee a consultant of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeExecutive’s employment, Employee Executive will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Executive and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, e-mail, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with customers, partners, suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Executive for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeExecutive’s employment with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Executive prior to its disclosure to Employee Executive by the Company or Company, its subsidiaries, affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee Executive after receiving it, or (c) has been received lawfully and in good faith by Employee Executive from a third party who is not and has never been an employee executive of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of Employee’s employment, Employee will have access to various confidentialConfidential/trade secret information Trade Secret Information of the CompanyCompany and its affiliates and information developed for the Company and its affiliates. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company and its affiliates in the conduct of its businessthe Business, and the business of the Company’s affiliates. Employee and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, affiliates and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, e-mail, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company or its affiliates relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company or its affiliates which existed before the date of this Agreement, but also (a) information developed by Employee for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of Employee’s employment with the Company, exclusive of, but subject to Section 1.3, any business opportunity presented to the Company by Employee but rejected by the Company, and (b) confidential or proprietary information of third parties received by the Company or its affiliates subject to a duty on the Company’s (or its affiliate’s) part to maintain the confidentiality of such information and to use it only for certain limited purposes. It Confidential/Trade Secret Information does not include any information which (ax) was in the lawful and unrestricted possession of Employee prior to its disclosure to Employee by the Company or Company, its subsidiaries, affiliates or predecessors, (by) is or becomes generally available to the public by lawful acts other than those of Employee after receiving it, or (cz) has been received lawfully and in good faith by Employee from a third party who is not and has never been an employee Employee of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeExecutive’s employment, Employee Executive will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Executive and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, e-mail, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with customers, partners, suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement and the Prior Agreement, but also information developed by Employee Executive for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeExecutive’s employment with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Executive prior to its disclosure to Employee Executive by the Company or Company, its subsidiaries, affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee Executive after receiving it, or (c) has been received lawfully and in good faith by Employee Executive from a third party who is not and has never been an employee executive of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeConsultant’s employmentengagement, Employee Consultant will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Consultant and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Consultant for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeConsultant’s employment engagement with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Consultant prior to its disclosure to Employee Consultant by the Company or Company, its subsidiaries, affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee Consultant after receiving it, or (c) has been received lawfully and in good faith by Employee Consultant from a third party who is not and has never been an employee a Consultant of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeExecutive’s employment, Employee Executive will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Executive and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, e-mail, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Executive for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeExecutive’s employment with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Executive prior to its disclosure to Employee Executive by the Company or Company, its subsidiaries, affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee Executive after receiving it, or (c) has been received lawfully and in good faith by Employee Executive from a third party who is not and has never been an employee executive of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeConsultant’s employmentengagement, Employee Consultant will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Consultant and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Consultant for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeConsultant’s employment engagement with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Consultant prior to its disclosure to Employee Consultant by the Company or Company, its subsidiaries, affiliates or predecessors, except for information relating to One Exam Prep LLC, or owned thereby, which shall be included in Confidential/Trade Secret Information, (b) is or becomes generally available to the public by lawful acts other than those of Employee Consultant after receiving it, or (c) has been received lawfully and in good faith by Employee Consultant from a third party who is not and has never been an employee a Consultant of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of Employee’s employment, Employee will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, e-mail, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of Employee’s employment with the CompanyCompany and prior thereto. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee prior to its disclosure to Employee by the Company or Company, its subsidiaries, affiliates or predecessorspredecessors (including, but not limited to Designer Apparel Group, LLC), or owned thereby, which shall be included in Confidential/Trade Secret Information, (b) is or becomes generally available to the public by lawful acts other than those of Employee after receiving it, or (c) has been received lawfully and in good faith by Employee from a third party who is not and has never been an employee Employee of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeExecutive’s employment, Employee Executive will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Executive and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, e-mail, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with customers, partners, suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Executive for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeExecutive’s employment with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Executive prior to its disclosure to Employee Executive by the Company or Company, its subsidiaries, affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee Executive after receiving it, or (c) has been received lawfully and in good faith by Employee Executive from a third party who is not and has never been an employee executive of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.. September 30, 2021 Executive Employment Agreement Rxxx PolkPage 8 of 14 Initials ____ / ______

Confidential/Trade Secret Information Defined. During the course of EmployeeConsultant’s employmentengagement, Employee Consultant will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Consultant and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Consultant for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeConsultant’s employment engagement with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Consultant prior to its disclosure to Employee Consultant by the Company or Company, its subsidiaries, affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee Consultant after receiving it, or (c) has been received lawfully and in good faith by Employee Consultant from a third party who is not and has never been an employee a consultant of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.. Consulting Agreement

Confidential/Trade Secret Information Defined. During the course of EmployeeConsultant’s employmentengagement, Employee Consultant will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Consultant and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Consultant for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeConsultant’s employment engagement with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Consultant prior to its disclosure to Employee Consultant by the Company or Company, its subsidiaries, affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee Consultant after receiving it, or (c) has been received lawfully and in good faith by Employee Consultant from a third party who is not and has never been an employee a Consultant of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of Employee’s Executive's employment, Employee Executive will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. “For purposes of this Agreement, the term "Confidential/trade secret information” Trade Secret Information" is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company's subsidiaries. Employee Executive and the Company agree that the term “confidential"Confidential/trade secret” Trade Secret Information" includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Executive for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of Employee’s Executive's employment with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Executive prior to its disclosure to Employee Executive by the Company or Company, its subsidiaries, affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee Executive after receiving it, or (c) has been received lawfully and in good faith by Employee Executive from a third party who is not and has never been an employee executive of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of Employee’s employment, Employee will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, e-mail, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of Employee’s employment with the CompanyCompany and prior thereto. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee prior to its disclosure to Employee by the Company or Company, its subsidiaries, affiliates or predecessors, except for information relating to the Company, or owned thereby, which shall be included in Confidential/Trade Secret Information regardless of whether supplied prior to or after the date of this Agreement, (b) is or becomes generally available to the public by lawful acts other than those of Employee after receiving it, or (c) has been received lawfully and in good faith by Employee from a third party who is not and has never been an employee executive of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeConsultant’s employmentengagement, Employee will Consultant may have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Consultant and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Consultant for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeConsultant’s employment engagement with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Consultant prior to its disclosure to Employee Consultant by the Company or Company, its subsidiaries, affiliates or predecessors, or owned thereby, which shall be included in Confidential/Trade Secret Information, (b) is or becomes generally available to the public by lawful acts other than those of Employee Consultant after receiving it, or (c) has been received lawfully and in good faith by Employee Consultant from a third party who is not and has never been an employee a Consultant of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.. Consulting Agreement

Confidential/Trade Secret Information Defined. During the course of EmployeeConsultant’s employmentengagement, Employee Consultant will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Consultant and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Consultant for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeConsultant’s employment engagement with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Consultant prior to its disclosure to Employee Consultant by the Company or Company, its subsidiaries, affiliates or predecessors, except for information relating to Cranbury Associates, LLC, or owned thereby, which shall be included in Confidential/Trade Secret Information, (b) is or becomes generally available to the public by lawful acts other than those of Employee Consultant after receiving it, or (c) has been received lawfully and in good faith by Employee Consultant from a third party who is not and has never been an employee a Consultant of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeExecutive’s employment, Employee Executive will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Executive and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, e-mail, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with customers, partners, suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Executive for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeExecutive’s employment with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Executive prior to its disclosure to Employee Executive by the Company or Company, its subsidiaries, affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee Executive after receiving it, or (c) has been received lawfully and in good faith by Employee Executive from a third party who is not and has never been an employee of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeExecutive’s employment, Employee Executive will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Executive and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, e-mail, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with customers, partners, suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee Executive for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeExecutive’s employment with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Executive prior to its disclosure to Employee Executive by the Company or Company, its subsidiaries, affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee Executive after receiving it, or (c) has been received lawfully and in good faith by Employee Executive from a third party who is not and has never been an employee executive of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of Employee’s 's employment, Employee will have access to various confidential/trade secret information of the Company. “"Confidential/trade secret information” " is information that which is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business. Employee and the Company agree that the term “"confidential/trade secret” " includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information includes not only information directly belonging to the Company which existed before the date of this Agreement, but also information developed by Employee for the Company, including its affiliates and its predecessors and/or their employees during the term of Employee’s 's employment with the Company. It does not include any information which (a) was in the lawful and unrestricted possession of Employee prior to its disclosure to Employee by the Company or its affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee after receiving it, or (c) has been received lawfully and in good faith by Employee from a third party who is not and has never been an employee of the Company or its affiliates or predecessors and who did not derive it from the Company or its affiliates or predecessors.

Confidential/Trade Secret Information Defined. During the course of EmployeeExecutive’s employment, Employee Executive will have access to various confidentialConfidential/trade secret Trade Secret Information of the Company and information of developed for the Company. For purposes of this Agreement, the term “Confidential/trade secret informationTrade Secret Information” is information that is not generally known to the public and, as a result, is of economic benefit to the Company in the conduct of its business, and the business of the Company’s subsidiaries. Employee Executive and the Company agree that the term “confidentialConfidential/trade secretTrade Secret Information” includes but is not limited to all information developed or obtained by the Company, including its affiliates, and predecessors, and comprising the following items, whether or not such items have been reduced to tangible form (e.g., physical writing, computer hard drive, disk, tape, e-mail, etc.): all methods, techniques, processes, ideas, research and development, product designs, engineering designs, plans, models, production plans, business plans, add-on features, trade names, service marks, slogans, forms, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of and/or contractual arrangements with suppliers and/or vendors, accounting procedures, and any document, record or other information of the Company relating to the above. Confidential/trade secret information Trade Secret Information includes not only information directly belonging to the Company which existed before the date of this Agreement and the Prior Agreement, but also information developed by Employee Executive for the Company, including its subsidiaries, affiliates and its predecessors and/or their employees predecessors, during the term of EmployeeExecutive’s employment with the Company. It Confidential/Trade Secret Information does not include any information which (a) was in the lawful and unrestricted possession of Employee Executive prior to its disclosure to Employee Executive by the Company or Company, its subsidiaries, affiliates or predecessors, (b) is or becomes generally available to the public by lawful acts other than those of Employee Executive after receiving it, or (c) has been received lawfully and in good faith by Employee Executive from a third party who is not and has never been an employee executive of the Company or Company, its subsidiaries, affiliates or predecessors predecessors, and who did not derive it from the Company or Company, its subsidiaries, affiliates or predecessors.