Common use of Confidentiality Requirements Clause in Contracts

Confidentiality Requirements. (a) Employee acknowledges and agrees that, as a result of the nature of the Company’s business and the nature of Employee’s position with the Company, Employee has been or will come into contact with, and will have access to, Confidential Information belonging to the Company. Employee acknowledges that the aforementioned Confidential Information is unique and not generally known to the public with respect to the Company and has been developed, acquired, and compiled by the Company at its great effort and expense. (b) Employee further acknowledges and agrees that any disclosure or use of the Company’s Confidential Information by Employee, other than in connection with the Company’s business or as specifically authorized by the Company, will be or may become highly detrimental to the business of the Company, and serious loss of business and damage to the Company will or may result. (c) Accordingly, Employee agrees to hold all Confidential Information in the strictest confidence and agrees to safeguard and not use, disclose, divulge or reveal the Company’s Confidential Information to any person, either during Employee’s employment or at any time after the termination of Employee’s employment with the Company, without specific prior written authorization from an executive officer of the Company. If Employee is an executive officer of the Company, Employee must obtain prior written authorization from the Chief Executive Officer. (d) Employee further agrees to promptly deliver to the Company, upon the termination of Employee’s employment with the Company, or at any other time as the Company may so request, all Company property, including but not limited to laptops, personal digital assistants (PDAs), and cell phones, and all documentation, memoranda, notes, customer lists, records, reports, blueprints, software, drawings, computer disks, programs, and any other documents (and all copies thereof) containing Confidential Information or relating to the Company’s business and any property associated therewith, which Employee may then possess or have under Employee’s control.

Confidentiality Requirements. (a) Employee acknowledges and agrees that, as a result of the nature of the Company’s business and the nature of Employee’s position with the Company, Employee has been or will come into contact with, and will have access to, to and/or develop in the course of employment Confidential Information (as defined above) belonging to the Company. Employee acknowledges that the aforementioned Confidential Information is unique and not generally known to the public with respect to the Company and has been developed, acquired, acquired and compiled by the Company at its great effort and expense. Employee further acknowledges that the Confidential Information derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use, and is the subject of reasonable efforts to maintain its secrecy. (b) Employee further acknowledges and agrees that any disclosure or use of the Company’s Confidential Information by Employee, other than in connection with the Company’s business or as specifically authorized by the Company, will be or may become highly detrimental to the business of the Company, and serious loss of business and damage to the Company will or may result. (c) Accordingly, Employee agrees to hold all Confidential Information in the strictest confidence and agrees to safeguard and not use, disclose, divulge or reveal the Company’s Confidential Information to any person, either during Employee’s employment or at any time after the termination of Employee’s employment with the Company, without specific prior written authorization from an executive officer of the Company. If Employee is an executive officer of the Company, Employee must obtain prior written authorization from the Chief Executive Officer. If Employee is the Chief Executive Officer of the Company, Employee must obtain prior written authorization from the Company’s Board of Directors. Employee further agrees to take all reasonable precautions necessary to ensure that the Confidential Information shall not be, or be permitted to be, shown, copied or disclosed to third parties, without the prior written consent of the Company, and to observe all security policies implemented by the Company from time to time with respect to the Confidential Information. (d) Employee further agrees to promptly deliver to the Company, upon the termination of Employee’s employment with the Company, or at any other time as the Company may so request, all Company property, including but not limited to laptops, personal digital assistants (PDAs), and tablet devices, cell phones, digital storage media, and all documentation, memoranda, notes, customer lists, records, reports, blueprints, software, drawings, computer disks, programs, and any other documents (and all copies thereof) containing Confidential Information or Work Product or relating to the Company’s business and any property associated therewith, which Employee may then possess or have under Employee’s control. Following the termination of the employment relationship, Employee shall not retain any written or other tangible material containing any information concerning or disclosing any of the Confidential Information or Work Product of the Company. (e) Notice Pursuant to the Defend Trade Secrets Act of 2016. Notwithstanding any other provision of this Agreement: (i) Employee will not be held criminally or civilly liable under any federal or state trade secret law for any disclosure of a trade secret that: (A) is made: (1) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (2) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document that is filed under seal in a lawsuit or other proceeding. (ii) If Employee files a lawsuit for retaliation by the Company for reporting a suspected violation of law, Employee may disclose the Company’s trade secrets to the Employee’s attorney and use the trade secret information in the court proceeding if the Employee: (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.

Confidentiality Requirements. Notwithstanding anything contrary in the terms of any applicable Non-Disclosure Agreement, any trade secrets or other proprietary information of Dell or Dell’s customer, whether oral, visual or written, shall constitute confidential information of Dell or Dell’s Customer even if not marked as such. Further, Provider’s obligation to preserve the confidentiality of such trade secrets or proprietary information shall continue in perpetuity. The terms and conditions of the attached Exhibit B to this Addendum shall not be disclosed by Provider without prior written approval of the authorized Dell representative. By: By: Printed Name: Printed Name: Title: Title: Signed Certifications must be kept on record with Provider’s Human Resources Department for a period of four years after the termination of the Agreement. My signature below confirms my acknowledgement that I have read the Site Security and Environmental, Health, and Safety Addendum; that I fully understand the requirements stated therein; and that I agree to comply with the requirements stated therein while on Dell property, Dell business, or any customer site. My signature below confirms Provider’s acknowledgement of compliance with the Site Security and Environmental, Health, and Safety Addendum terms; that Provider fully understands the requirements stated therein; and that Provider agrees to comply with the requirements stated therein while any of Provider’s personnel, agents or subcontractors are at Dell or any customer site. ___________________________________ (ainsert description of Project here) Employee acknowledges and ___________________________________ By its signature below, the undersigned (the “Contractor”) agrees that: The Contractor is entering upon the Project, which is owned or leased by Dell Inc. (or a subsidiary and/or affiliate of Dell Inc.) or is owned or leased by Dell’s Customer. Dell Inc. and/or each such subsidiary and/or affiliate of Dell Inc. and Dell’s Customer are referred to herein as a result of an “Owner Party” and referred to collectively as the nature of the Company’s business and the nature of Employee’s position with the Company, Employee has been or will come into contact with, and will have access to, Confidential Information belonging to the Company. Employee acknowledges that the aforementioned Confidential Information is unique and not generally known to the public with respect to the Company and has been developed, acquired, and compiled by the Company at its great effort and expense“Owner Parties. (b) Employee further acknowledges and ” The Contractor agrees that any disclosure or use of the Company’s Confidential Information by Employee, other than in connection with the Company’s business or as specifically authorized by the Company, will be or may become highly detrimental and all information relating to the business of the Companyany Owner Party and all Owner Parties and all information relating to, and serious loss of business and damage to the Company will belonging to, or may result. (c) Accordingly, Employee agrees to hold all Confidential Information in the strictest confidence and agrees to safeguard and not use, disclose, divulge or reveal the Company’s Confidential Information pertaining to any personproduct, either during Employee’s employment supplier, creditor, customer or at prospect of any time after the termination of Employee’s employment with the Company, without specific prior written authorization from an executive officer of the Company. If Employee is an executive officer of the Company, Employee must obtain prior written authorization from the Chief Executive Officer. (d) Employee further agrees to promptly deliver to the Company, upon the termination of Employee’s employment with the Company, or at any other time as the Company may so request, Owner Party and all Company propertyOwner Parties, including but not limited to, information relating to laptops, personal digital assistants (PDAs), and cell phones, and all documentation, memoranda, notesproducts, customer and prospect lists, recordsconcepts for marketing computer hardware and software, reportsdata processing, blueprintsprogramming, software, drawingsdocumentation, computer disksresearch and development processes, programsinventions, services or the internal operations of any Owner Party and all Owner Parties or any supplier, creditor, customer or prospect of any Owner Party and all Owner Parties is and shall be treated by the Contractor as confidential and proprietary at all times (including, without limitation, at all times after the Contractor is no longer performing work or providing labor, material or other services at the Project). The Contractor agrees that, except for the purpose of any Owner Party’s right to enforce the terms of this Confidentiality Agreement, this Confidentiality Agreement does not create any privity of contract between the Contractor and any Owner, and the Contractor hereby waives any and all claims, demands, suits and causes of action against any Owner Party and all Owner Parties and releases all Owner Parties from any liability, whether any such claim, demand, suit, cause of action or liability is known or unknown, present or future. In addition to any other documents (and all copies thereof) containing Confidential Information remedies available to any Owner Party, any Owner Party shall have the right to seek equitable relief, including, without limitation, injunctive relief or relating specific performance, against the Contractor or its representatives, employees or agents in order to enforce the Company’s business and any property associated therewith, which Employee may then possess or have under Employee’s controlprovisions of this Confidentiality Agreement.

Confidentiality Requirements. (a) Employee Executive acknowledges and agrees that, as a result of the nature of the Company’s ’ business and the nature of EmployeeExecutive’s position with the Company, Employee Executive has been or will come into contact with, and will have access to, Confidential Information belonging to the Company. Employee Executive acknowledges that the aforementioned Confidential Information is unique and not generally known to the public with respect to the Company and has been developed, acquired, and compiled by the Company at its great effort and expense. (b) Employee Executive further acknowledges and agrees that any disclosure or use of the Company’s ’ Confidential Information by EmployeeExecutive, other than in connection with the Company’s ’ business or as specifically authorized by the Company, will be or may become highly detrimental to the business of the Company, and serious loss of business and damage to the Company will or may result. (c) Accordingly, Employee Executive agrees to hold all Confidential Information in the strictest confidence and agrees to safeguard and not use, disclose, divulge or reveal the Company’s ’ Confidential Information to any person, either during EmployeeExecutive’s employment or at any time for a period of three (3) years after the termination of EmployeeExecutive’s employment with the Company, without specific prior written authorization from an executive officer of the Company. If Employee is an executive officer of the Company, Employee must obtain prior written authorization from the Chief Executive OfficerBoard. (d) Employee Executive further agrees to promptly deliver to the Company, upon the termination of EmployeeExecutive’s employment with the Company, or at any other time as the Company may so request, all Company propertyproperty of the Company, including but not limited to laptops, personal digital assistants (PDAs)devices, and cell phones, and all documentation, memoranda, notes, customer lists, records, reports, blueprints, software, drawings, computer disks, programs, and any other documents (and all copies thereof) containing Confidential Information or relating to the Company’s ’ business and any property associated therewith, which Employee Executive may then possess or have under EmployeeExecutive’s control.