Confidentiality and Non-Competition. To the Company’s knowledge, no director, officer, key employee or consultant of the Company is subject to any confidentiality, non-disclosure, non-competition agreement or non-solicitation agreement with any employer or prior employer that could reasonably be expected to materially affect his ability to be and act in his respective capacity of the Company or be expected to result in a Material Adverse Change.
Confidentiality and Non-Competition. All payments to Employee under this Agreement shall be subject to Employee's compliance with the provisions of this Section 8. If Employee fails to comply with such provisions, his right to any future payments under this Agreement shall terminate and the Bank's obligations under this Agreement to make such payments and provide such benefits shall cease.
Confidentiality and Non-Competition. (A) All Company trade secrets, proprietary information, software, software codes, advertising, sales, marketing and other materials or articles of information, including without limitation customer and supplier lists, data processing reports, customer sales analyses, invoices, price lists or information, samples, or any other materials or data of any kind furnished to the Executive by the Company or developed by the Executive on behalf of the Company or at the Company's direction or for the Company's use or otherwise in connection with the Executive's employment hereunder, are and shall remain the sole and confidential property of the Company; if the Company requests the return of such materials at any time during or after the termination of the Executive's employment, the Executive shall immediately deliver the same to the Company.
Confidentiality and Non-Competition. (a) Employee acknowledges that Employee has had or shall have unlimited access to Confidential Information (as defined below) and business methods relating to the Company's Business and operations and that the Company would be injured and the goodwill of the Company would be damaged if Employee were to breach the covenants set forth in this Paragraph 8. Employee further acknowledges that the covenants set forth in this Paragraph 8 are reasonable in scope and duration. "
Confidentiality and Non-Competition. 13.1 Each of Pracctice and the Customer hereby undertakes to the other both during the term of the agreement and after its termination and in perpetuity where it is reasonable to do so;
Confidentiality and Non-Competition. The Employee agrees to execute (concurrently with the execution of this Agreement), be bound by and comply with the Confidentiality and Non-Competition agreements in the forms attached hereto as Exhibit A and Exhibit B, respectively.
Confidentiality and Non-Competition. All information (the "Confidential Information") includes all confidential information of the Company and/or its subsidiaries, including information entrusted to the Company and/or any of its subsidiaries by third parties, not otherwise publicly disclosed or available, other than as a result of wrongful disclosure by the Executive, which, during the Employment Term:
Confidentiality and Non-Competition. (a) The Company and Executive acknowledge that the services to be performed by Executive under this Agreement are unique and extraordinary and, as a result of such employment, Executive will be in possession of confidential information and trade secrets (collectively, "Confidential Material") relating to the business practices of the Company and its affiliates. Executive agrees that he will not, directly or indirectly, (i) disclose to any other person or entity either during or after his employment by the Company or (ii) use, except during his employment by the Company in the business and for the benefit of the Company or any of its affiliates, any Confidential Material acquired by Executive during his employment by the Company, without the prior written consent of the Company or otherwise than as required by law or any rule or regulation of any federal or state authority. Upon termination of his employment with the Company for any reason, Executive agrees to return to the Company all tangible manifestations of Confidential Materials and all copies thereof. All programs, ideas, strategies approaches, practices or inventions created, developed, obtained or conceived of by Executive prior to or during the term hereof by reason of his engagement by the Company, shall be owned by and belong exclusively to the Company, provided that they are related in any manner to its business or that of any of its Affiliates. Executive shall (i) promptly disclose all such programs, ideas, strategies, approaches, practices, inventions or business opportunities to the Company, and (ii) execute and deliver to the Company, without additional compensation, such instruments as the Company may require from time to time to evidence its ownership of any such items.
Confidentiality and Non-Competition. (a) In view of the unique and valuable services it is expected the Executive will render to the Company, the Executive's knowledge of the customers, trade secrets, and other proprietary information relating to the business of the Company and its customers and suppliers, and in consideration of the compensation to be received hereunder, the Executive agrees that he will not, during his employment with the Company and for a period of (i) three years thereafter if the Executive is terminated for Cause pursuant to Section 7(a) hereof or if Executive voluntarily terminates this Agreement or (ii) twelve (12) months thereafter if the Executive is terminated other than for Cause or for Permanent Disability (each of (i) and (ii), a "Noncompete Period") except on behalf of the Company: (a) directly or indirectly engage or have an interest (whether as owner, partner, lender, consultant, employee, agent, supplier, distributor or otherwise) in any business, activity or enterprise which competes with any material businesses or operations of the Company or any of the Company's affiliates (including Xxxxxxxx) at any time during his employment with the Company; (b) directly or indirectly employ or otherwise engage, or offer to employ or otherwise engage, any person who is then (or was at any time within three months prior to the time of such employment, engagement or offer thereof) an employee, sales representative or agent of the Company or any of the Company's affiliates (including Xxxxxxxx); or (c) solicit any business from any person or entity that during his employment with the Company has been a customer of the Company or any of the Company's affiliates (including Xxxxxxxx) or directly or indirectly induce or influence any customer, supplier or other person that has a business relationship with the Company or any of the Company's affiliates (including Xxxxxxxx) to discontinue or reduce the extent of such relationship with the Company or any of the Company's affiliates (including Xxxxxxxx). Notwithstanding the foregoing, however, if the Executive's employment hereunder continues until the fifth anniversary of the Effective Time, then (subject to the immediately following sentence), the Executive shall not, upon termination of the Executive's employment hereunder, be subject to the restrictions and limitations set forth in clause (a) above, subject to the right of the Company to enforce clause (a) above for a period beginning on the date of termination of the Executive...
Confidentiality and Non-Competition. 10.1. The Employee agrees (i) that he shall not, as long as he is employed by the Corporation and for a period of ten (10) years thereafter, disclose and/or reveal in any manner whatsoever and to whomever, confidential information obtained during his employment on and about the business of the Corporation and its affiliated companies, (ii) to maintain the confidentiality of this information and to prevent any inopportune disclosure including but not limited to, information regarding the financial situation of the Corporation and its affiliated companies, their operations and their projects of operation, and undertakes not to use for his own benefit or for purposes other than those of the Corporation and its affiliated companies, to the detriment of the Corporation and its affiliated companies, any information thus obtained. The disclosure of confidential information shall be restricted to the officers, directors and shareholders and, on a need to know basis, employees, agents and professional advisors of the Corporation and of its affiliated companies. Any confidentiality undertaking made under this subsection shall continue to be in full force after the termination of this Agreement. The confidentiality undertakings provided in this section shall not apply to information that: i) is already known to the Employee without having been obtained from the Corporation or its affiliated companies, directly or indirectly, ii) was in the public domain before its disclosure to the Employee, iii) becomes in the public domain after its disclosure to the Employee without breach of any obligation under this Agreement, and iv) is required to be disclosed by operation of law or a judicial order.
