Confidentiality and Non Solicitation of Employees. “Consultant Confidential Information” is defined in the recitals to this Agreement. “Angel Oak Confidential Information” shall include Angel Oak ‘s and its subsidiaries’ management processes relating to the Fund, the sales desk used in connection with the Fund and the intellectual property, proprietary information and trade secrets related to any of the foregoing, together with any related software and the like. As to the Angel Oak Confidential Information, Angel Oak shall be the “Disclosing Party” and Consultant shall be the “Receiving Party;” as to the Consultant Confidential Information, Consultant shall be the “Disclosing Party” and Angel Oak shall be the “Receiving Party.” Notwithstanding the foregoing, neither Angel Oak Confidential Information nor Consultant Confidential Information shall include information that is (a) in or becomes part of the public domain other than by disclosure by the Receiving Party in violation of this Agreement; (b) demonstrably known to the Receiving Party before it is disclosed pursuant to this Agreement; or (c) independently developed or obtained by the Receiving Party from sources that were not subject to any contractual or statutory requirement to maintain the confidentiality of such information. Each Receiving Party agrees to use the Angel Oak Confidential Information or the Consultant Confidential Information, as the case may be (the “Confidential Information”), only for the purpose of providing or receiving the Services pursuant to Consultant’s engagement as a consultant to Angel Oak under this Agreement and for no other purpose, and that such Confidential Information will be kept confidential by the Receiving Party and its partners, members, managers, officers, directors, employees, attorneys, accountants and other affiliates (collectively, the “Related Persons”), and that the Receiving Party and its Related Persons shall not disclose the Confidential Information to any person; provided, however, that the Confidential Information may be disclosed: (a) to the Receiving Party and its Related Persons who require the Confidential Information for the purpose of providing or receiving the Services under this Agreement; (b) to any federal or state regulatory agency and their employees, agents, and attorneys for the purpose of making any filings or disclosures required by law, provided that, to the extent permitted by applicable law and reasonably possible under the circumstances, the Receiving Party provides prior written...
Confidentiality and Non Solicitation of Employees. This Section 12 shall survive termination or expiration of this Agreement.
Confidentiality and Non Solicitation of Employees. Each of the Members acknowledges that during the existence of the Joint Venture they may obtain or have access to proprietary or confidential information of or regarding the Joint Venture and the other Members. Each Member hereby agrees, and shall use its best efforts to cause its employees, not to directly or indirectly use or disclose to, or permit to be disclosed to, any person, entity or concern any knowledge or information acquired by such Member with respect to any and all such proprietary or confidential information, including but not limited to product formulations, processes, designs, know-how, trade secrets, trade practices, customers, suppliers, business policies, methods of operation, financial information, marketing and pricing of the Joint Venture or other Members. As long as a Member remains a member of the Joint Venture and for one (1) year thereafter, no Member, nor any of its employees or agents, will, directly or indirectly, solicit or attempt, reassign, or hire away any of another Member's employees or contractors involved in performing services or obligations under this Agreement, without the express written consent of such other Member. Notwithstanding the foregoing, it shall not be a violation of this provision if a Member hires an employee of another Member who responded to a general advertisement for an open position with such Member without such Member otherwise having violated this provision. In the event of any Member’s breach of the restriction set forth in Section 10.2(a) or 10.2(b) above, the Member whose right is being breached shall be entitled to injunctive or other equitable relief because it will cause irreparable injury and damage by such breach and such Member’s right to equitable relief shall not preclude any other rights or remedies which the Member may have, all of which rights and remedies are cumulative. The non-breaching Member shall not be required to post a bond or other similar form of assurance if it brings an action for an injunction or other equitable relief in connection with this Section 10.2.
Confidentiality and Non Solicitation of Employees
