Common use of Confidentiality and Ownership Clause in Contracts

Confidentiality and Ownership. A. Contractor recognizes and acknowledges that the Fire Safe Council possesses certain confidential information that constitutes a valuable, special, and unique asset. As used herein, the term "confidential information" includes all information and materials belonging to, used by, or in the possession of the Fire Safe Council relating to its products, processes, services, technology, ideas, contracts, financial information, developments, business strategies, pricing, current and prospective clients, community plans, fire safe plans, and other planning documents. Contractor agrees that all of the confidential information is and shall continue to be the exclusive property of the Fire Safe Council, whether or not prepared in whole or in part by Contractor and whether or not disclosed to or entrusted to Contractor's custody. Contractor agrees that Contractor shall not, at any time following the execution of this Agreement, use or disclose in any manner any confidential information of the Fire Safe Council. Confidential information shall not include: (1) Information that was already within the public domain at the time the information is acquired by Contractor; or (2) Information that subsequently becomes public through no act or omission of the Contractor. B. To the extent any inventions, technologies, reports, memoranda, studies, writings, articles, plans, designs, specifications, exhibits, software code, or other materials prepared by Contractor in the performance of services under this Agreement include material subject to copyright protection, such materials have been specially commissioned by the Fire Safe Council and they shall be deemed "work for hire" as such term is defined under U.S. copyright law. To the extent any such materials do not qualify as "work for hire" under applicable law, and to the extent they include material subject to copyright, patent, trade secret, or other proprietary rights protection, Contractor hereby irrevocably and exclusively assigns to the Fire Safe Council, its successors, and assigns, all right, title, and interest in and to all such materials. To the extent any of Contractor rights in the same, including without limitation any moral rights, are not subject to assignment hereunder, Contractor hereby irrevocably and unconditionally waives all enforcement of such rights. Contractor shall execute and deliver such instruments and take such other actions as may be required to carry out and confirm the assignments contemplated by this paragraph and the remainder of this Agreement. All documents, magnetically or optically encoded media, and other tangible materials created by the Contractor as part of its services under this Agreement shall be owned by the Fire Safe Council.

Confidentiality and Ownership. A. The Contractor recognizes and acknowledges that the Fire Safe Council The Company possesses certain confidential information that constitutes a valuable, special, and unique asset. As used herein, the term "confidential information" includes all information and materials belonging to, used by, or in the possession of the Fire Safe Council The Company relating to its products, processes, services, technology, inventions, patents, ideas, contracts, financial information, developments, business strategies, pricing, lists of current and prospective clientscustomers, community plans, fire safe marketing plans, and other planning documentstrade secrets of every kind and character. The Contractor agrees that all of the confidential information is and shall continue to be the exclusive property of the Fire Safe CouncilThe Company, whether or not excepting materials prepared in whole or in part by The Contractor and whether or not disclosed to or entrusted to The Contractor's custody. The Contractor agrees that The Contractor shall not, at any time following the execution of this Agreement, use or disclose in any manner any confidential information of the Fire Safe CouncilThe Company. Confidential information shall not include: (1) Information that was already within the public domain at the time the information is acquired by Contractor; or (2) Information that subsequently becomes public through no act or omission of the Contractor. B. To the extent any inventions, technologies, reports, memoranda, studies, writings, articles, plans, designs, specifications, exhibits, software code, or other materials prepared by The Contractor in the performance of services under this Agreement include material subject to copyright protection, such materials have been specially commissioned by the Fire Safe Council and they shall be deemed "work for hire" as such term is defined under U.S. copyright lawThe Company. To the extent any such materials do not qualify as "work for hire" under applicable law, and to the extent they include material subject to copyright, patent, trade secret, or other proprietary rights protection, The Contractor hereby irrevocably and exclusively assigns to the Fire Safe CouncilThe Company, its successors, and assigns, all right, title, and interest in and to all such materials. To the extent any of Contractor The Contractor’s rights in the same, including without limitation any moral rights, same are not subject to assignment hereunder, The Contractor hereby irrevocably and unconditionally waives all enforcement of such rights. The Contractor shall execute and deliver such instruments and take such other actions as may be required to carry out and confirm the assignments contemplated by this paragraph and the remainder of this Agreement. All documents, magnetically or optically encoded media, and other tangible materials created in whole by the The Contractor as part of its services under this Agreement shall be owned jointly by both The Company and The Contractor. Upon termination of The Contractor’s services under this agreement, and for a period of two (2) years thereafter, The Contractor will not in any way, directly or indirectly, on The Contractor’s own behalf or on behalf of or in conjunction with any person, partnership, firm, or corporation solicit, entice, hire, employ, or endeavor to employ any of The Company's employees. The Contractor, further for a period of two (2) years following the Fire Safe Counciltermination of The Contractor’s services under this Agreement, will not divulge to others or use for The Contractor’s own benefit any confidential information obtained during Contractor’s engagement relating to The Company's business and operations or its affiliates involving strategy, customer lists, lists of prospective customers, employee lists, number and location of representatives, new and existing programs and services, prices and terms, and any other proprietary information as may exist or be developed from time to time.

Confidentiality and Ownership. A. (a) Contractor recognizes and acknowledges that the Fire Safe Council Company possesses certain confidential information that constitutes a valuable, special, and unique asset. As used herein, the term "confidential information" includes all information and materials belonging to, used by, or in the possession of the Fire Safe Council Company relating to its products, processes, services, technology, inventions, patents, ideas, contracts, financial information, developments, business strategies, pricing, current and prospective clientscustomers, community plans, fire safe marketing plans, and other planning documentstrade secrets of every kind and character, but shall not include (a) information that was already within the public domain at the time the information is acquired by Contractor, or (b) information that subsequently becomes public through no act or omission of the Contractor. Contractor agrees that all of the confidential information is and shall continue to be the exclusive property of the Fire Safe CouncilCompany, whether or not prepared in whole or in part by Contractor and whether or not disclosed to or entrusted to Contractor's custody. Contractor agrees that Contractor shall not, at any time following the execution of this Agreement, use or disclose in any manner any confidential information of the Fire Safe Council. Confidential information shall not include:Company. (1b) Information that was already within the public domain at the time the information is acquired by Contractor; or (2) Information that subsequently becomes public through no act or omission of the Contractor. B. To the extent any inventions, technologies, reports, memoranda, studies, writings, articles, plans, designs, specifications, exhibits, software code, or other materials prepared by Contractor in the performance of services under this Agreement include material subject to copyright protection, such materials have been specially commissioned by the Fire Safe Council Company and they shall be deemed "work for hire" as such term is defined under U.S. copyright law. To the extent any such materials do not qualify as "work for hire" under applicable law, and to the extent they include material subject to copyright, patent, trade secret, or other proprietary rights protection, Contractor hereby irrevocably and exclusively assigns to the Fire Safe CouncilCompany, its successors, and assigns, all right, title, and interest in and to all such materials. To the extent any of Contractor rights in the same, including without limitation any moral rights, are not subject to assignment hereunder, Contractor hereby irrevocably and unconditionally waives all enforcement of such rights. Contractor shall execute and deliver such instruments and take such other actions as may be required to carry out and confirm the assignments contemplated by this paragraph and the remainder of this Agreement. All documents, magnetically or optically encoded media, and other tangible materials created by the Contractor Contractor, as part of its services under this Agreement shall be owned by the Fire Safe CouncilCompany.

Confidentiality and Ownership. A. (a) Contractor recognizes and acknowledges that the Fire Safe Council Company possesses certain confidential information that constitutes a valuable, special, and unique asset. As used herein, the term "confidential information" includes all information and materials belonging to, used by, or in the possession of the Fire Safe Council Company relating to its products, processes, services, technology, inventions, patents, ideas, contracts, financial information, developments, business strategies, pricing, current and prospective clientscustomers, community plans, fire safe marketing plans, and other planning documentstrade secrets of every kind and character, but shall not include (a) information that was already within the public domain at the time the information is acquired by Contractor, or (b) information that subsequently becomes public through no act or omission of the Contractor. Contractor agrees that all of the confidential information is and shall continue to be the exclusive property of the Fire Safe CouncilCompany, whether or not prepared in whole or in part by Contractor and whether or not disclosed to or entrusted to Contractor's custody. Contractor agrees that Contractor shall not, at any time following the execution of this Agreement, use or disclose in any manner any confidential information of the Fire Safe Council. Confidential information shall not include:Company. (1b) Information that was already within the public domain at the time the information is acquired by Contractor; or (2) Information that subsequently becomes public through no act or omission of the Contractor. B. To the extent any inventions, technologies, reports, memoranda, studies, writings, articles, plans, designs, specifications, exhibits, software code, or other materials prepared by Contractor in the performance of services under this Agreement include material subject to copyright protection, such materials have been specially commissioned by the Fire Safe Council Company and they shall be deemed "work for hire" as such term is defined under U.S. copyright law. To the extent any such materials do not qualify as "work for hire" under applicable law, and to the extent they include material subject to copyright, patent, trade secret, or other proprietary rights protection, Contractor hereby irrevocably and exclusively assigns to the Fire Safe CouncilCompany, its successors, and assigns, all right, title, and interest in and to all such materials. To the extent any of Contractor rights in the same, including without limitation any moral rights, are not subject to assignment hereunder, Contractor hereby irrevocably and unconditionally waives all enforcement of such rights. Contractor shall execute and deliver such instruments and take such other actions as may be required to carry out and confirm the assignments contemplated by this paragraph and the remainder of this Agreement. All documents, magnetically or optically encoded media, and other tangible materials created by the Contractor as part of its services under this Agreement shall be owned by the Fire Safe CouncilCompany.

Confidentiality and Ownership. A. (a) Contractor recognizes and acknowledges that the Fire Safe Council Company possesses certain confidential information that constitutes a valuable, special, and unique asset. As used herein, the term "confidential information" includes all information and materials belonging to, used by, or in the possession of the Fire Safe Council Company relating to its products, processes, services, technology, inventions, patents, ideas, contracts, financial information, developments, business strategies, pricing, current and prospective clientscustomers, community plans, fire safe marketing plans, and other planning documentstrade secrets of every kind and character, but shall not include (a) information that was already within the public domain at the time the information is acquired by Contractor, or (b) information that subsequently becomes public through no act or omission of the Contractor. Contractor agrees that all of the confidential information is and shall continue to be the exclusive property of the Fire Safe CouncilCompany, whether or not prepared in whole or in part by Contractor and whether or not disclosed to or entrusted to Contractor's custody. Contractor agrees that Contractor shall not, at any time following the execution of this Agreement, use or disclose in any manner any confidential information of the Fire Safe Council. Confidential information shall not include:Company. (1b) Information that was already within the public domain at the time the information is acquired by Contractor; or (2) Information that subsequently becomes public through no act or omission of the Contractor. B. To the extent any inventions, technologies, reports, memoranda, studies, writings, articles, plans, designs, specifications, exhibits, software code, or other materials prepared by Contractor in the performance of services under this Agreement include material subject to copyright protection, such materials have been specially commissioned by the Fire Safe Council Company and they shall be deemed "work for hire" as such term is defined under U.S. Australian copyright law. To the extent any such materials do not qualify as "work for hire" under applicable law, and to the extent they include material subject to copyright, patent, trade secret, or other proprietary rights protection, Contractor hereby irrevocably and exclusively assigns to the Fire Safe CouncilCompany, its successors, and assigns, all right, title, and interest in and to all such materials. To the extent any of Contractor rights in the same, including without limitation any moral rights, are not subject to assignment hereunder, Contractor hereby irrevocably and unconditionally waives all enforcement of such rights. Contractor shall execute and deliver such instruments and take such other actions as may be required to carry out and confirm the assignments contemplated by this paragraph and the remainder of this Agreement. All documents, magnetically or optically encoded media, and other tangible materials created by the Contractor as part of its services under this Agreement shall be owned by the Fire Safe CouncilCompany.