Common use of CONFIDENTIALITY AND PROPRIETARY Clause in Contracts

CONFIDENTIALITY AND PROPRIETARY. INFORMATION In addition to any common-law restriction upon the Executive's use, disclosure or exploitation of confidential, proprietary or secret information of the Company, the Executive covenants and agrees that, without prior written consent of the Company, he will not at any time during or after the employment term use for himself or disclose to or use for any other person, directly or indirectly, any secret, confidential or proprietary information of the Company, including, without limitation, the Company's processes, formulas, techniques, customer identities, preferences, requirements, reports and other sensitive customer information, servicing methods, profit margins, analyses, employee, vendor and supplier information, business or marketing plans or strategies, financial data and presentation or sales materials, technologies, computer programs, software, designs and inventions (collectively, the "confidential information"); provided, however, that the term confidential information does not include or refer to any information that is in the public domain (other than by a breach of this Agreement). The Executive acknowledges that the confidential information is vital, sensitive, confidential and proprietary to the Company. The Executive covenants and agrees that all files, reports, lists, materials, records, documents, notes, memoranda, specifications, product or other formulas, equipment and other items, and any originals, copies, recordings, abstracts or notes thereof, relating to the confidential information or the Company business that the Executive is or was either provided, prepares or prepared himself, uses or used or simply acquires or acquired during this employment with the Company (either before or during the employment term), are and shall remain the sole and exclusive property of the Company and shall be immediately returned to the Company at any time upon demand and, in all events, immediately at the end of the employment term. The Executive acknowledges and agrees that all of the Executive's duties and obligations under this section 7 shall survive the expiration or termination of the Executive's employment with the Company, regardless of the cause therefor.

CONFIDENTIALITY AND PROPRIETARY. INFORMATION In addition to any common-law restriction upon the Executive's use, disclosure or exploitation of confidential, proprietary or secret information of the Company, the Executive covenants and agrees that, without prior written consent of the Company, he will not at any time during or after the employment term use for himself or disclose to or use for any other person, directly or indirectly, any secret, confidential or proprietary information of the Company, including, without limitation, the Company's processes, formulas, techniques, 5 customer identities, preferences, requirements, reports and other sensitive customer information, servicing methods, profit margins, analyses, employee, vendor and supplier information, business or marketing plans or strategies, financial data and presentation or sales materials, technologies, computer programs, software, designs and inventions (collectively, the "confidential information"); provided, however, that the term confidential information does not include or refer to any information that is in the public domain (other than by a breach of this Agreement). The Executive acknowledges that the confidential information is vital, sensitive, confidential and proprietary to the Company. The Executive covenants and agrees that all files, reports, lists, materials, records, documents, notes, memoranda, specifications, product or other formulas, equipment and other items, and any originals, copies, recordings, abstracts or notes thereof, relating to the confidential information or the Company business that the Executive is or was either provided, prepares or prepared himself, uses or used or simply acquires or acquired during this employment with the Company (either before or during the employment term), are and shall remain the sole and exclusive property of the Company and shall be immediately returned to the Company at any time upon demand and, in all events, immediately at the end of the employment term. The Executive acknowledges and agrees that all of the Executive's duties and obligations under this section 7 shall survive the expiration or termination of the Executive's employment with the Company, regardless of the cause therefor.