Common use of Disclosure and Use Restrictions Clause in Contracts

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s authorized employment duties to the Company acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties). Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began employment by the Company) and shall continue during and after his employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf.

Appears in 4 contracts

Samples: Employment Agreement (First Choice Bancorp), Employment Agreement (RBB Bancorp), Employment Agreement (RBB Bancorp)

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Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required needed in the performance of the Executive’s authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesBank; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the CompanyBank, except as required needed in the performance of the Executive’s authorized employment duties to the Company acting on behalf of Bank and the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties)Bank. Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her his obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began begins employment by with the CompanyBank) and shall continue during and after his employment by the Company Bank until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf. Nothing herein shall prevent the Executive from disclosing Contract Information to his personal attorneys, accountants and other advisors, as necessary for the performance of their duties and on a confidential basis.

Appears in 4 contracts

Samples: Employment Agreement (Ponce Financial Group, Inc.), Employment Agreement (PDL Community Bancorp), Employment Agreement (PDL Community Bancorp)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate communicate, or make available Confidential Information, or allow it to be disclosed, published, communicated communicated, or made available, in whole or part, to any entity or person whatsoever (including other executives and employees of the Company) Company not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesinformation); and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media media, or other resources containing any Confidential Information, or remove any such documents, records, files, media media, or other resources from the premises or control of the Company, except as required in the performance of the Executive’s authorized employment duties to the Company acting on behalf or with the prior consent of Executive’s supervisor; and (iv) to immediately return and not retain, in any form, any such Confidential Information upon the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties)Separation Date. Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid subpoena or order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation regulation, or subpoena/order. The Executive shall promptly provide written notice of any such order to the Company’s General CounselChief Legal Officer, if permitted by law to do so. The Executive understands and acknowledges that her Executive’s obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive Executive’s first having access to such Confidential Information (whether before or after he began employment by the Company) and shall continue during and after his Executive’s employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf.

Appears in 4 contracts

Samples: Executive Agreement (Dollar Tree, Inc.), Employment Agreement (Dollar Tree, Inc.), Executive Agreement

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required needed in the performance of the Executive’s authorized employment duties to the Company in each instance (MHC and then, such disclosure shall be made only within the limits and to the extent of such dutiesBancorp; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the CompanyMHC or the Bancorp, except as required needed in the performance of the Executive’s authorized employment duties to the Company acting on behalf of MHC, the Company in each instance (Bancorp and then, such disclosure shall be made only within the limits and to the extent of such duties)Bank. Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her his obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began begins employment by with the CompanyMHC or the Bancorp) and shall continue during and after his employment by the Company MHC and the Bancorp until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf. Nothing herein shall prevent the Executive from disclosing Contract Information to his personal attorneys, accountants and other advisors, as necessary for the performance of their duties and on a confidential basis.

Appears in 3 contracts

Samples: Employment Agreement (PDL Community Bancorp), Employment Agreement (PDL Community Bancorp), Employment Agreement (PDL Community Bancorp)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s 's authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s 's authorized employment duties to the Company acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties). Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he she began employment by the Company) and shall continue during and after his her employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s 's breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s 's behalf.

Appears in 3 contracts

Samples: Employment Agreement (RBB Bancorp), Employment Agreement (RBB Bancorp), Employment Agreement (Heritage Oaks Bancorp)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the good faith performance of the Executive’s authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesCompany; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the good faith performance of the Executive’s authorized employment duties to the Company acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties)Company. Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required or permitted by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to an authorized officer of the Company. In addition, this section does not, in any way, restrict or impede Executive from discussing the terms and conditions of Executive’s General Counsel. The Executive understands employment with his attorneys, accountants, financial advisors, members of his immediate family, and acknowledges that her obligations co-workers or union representatives or exercising Executive’s rights under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began employment by the Company) and shall continue during and after his employment by the Company until such time as such Confidential Information has become public knowledge other than as a result Section 7 of the Executive’s breach of this Agreement National Labor Relations Act, or breach otherwise disclosing information as permitted by those acting in concert with the Executive or on the Executive’s behalf.law,

Appears in 3 contracts

Samples: Contribution Agreement, Contribution Agreement (Liquid Holdings Group LLC), Contribution Agreement (Liquid Holdings Group LLC)

Disclosure and Use Restrictions. The Executive agrees and covenants: (ia) to treat all Confidential Information as strictly confidential; (iib) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s authorized employment duties to the Company in each instance or with the prior written consent of the Chief Executive Officer (and then, such disclosure shall will be made only within the limits and to the extent of such dutiesduties or consent); and (iiic) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s authorized employment duties to the Company acting on behalf or with the prior written consent of the Company in each instance Chief Executive Officer (and then, such disclosure shall will be made only within the limits and to the extent of such dutiesduties or consent). Nothing herein shall will be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall will promptly provide written notice of any such order to the Company’s General CounselChief Executive Officer. The Executive understands and acknowledges that her Executive’s obligations under this Agreement with regard to any particular Confidential Information shall will commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began Executive begins employment by with the Company) and shall will continue during and after his Executive’s employment by with the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf.

Appears in 2 contracts

Samples: Employment Agreement (Rocky Mountain High Brands, Inc.), Employment Agreement (Rocky Mountain High Brands, Inc.)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s authorized employment duties to the Company or with the prior consent of the Board in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesduties or consent); and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s authorized employment duties to the Company acting on behalf or with the prior consent of the Company Board in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesduties or consent). , Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General CounselBoard. The Executive understands and acknowledges that her obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began she begins employment by the Company) and shall continue during and after his her employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf.

Appears in 2 contracts

Samples: Employment Agreement (Replimune Group, Inc.), Employment Agreement (Replimune Group, Inc.)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the good faith performance of the Executive’s authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesCompany; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the good faith performance of the Executive’s authorized employment duties to the Company acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties)Company. Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required or permitted by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to an authorized officer of the Company. In addition, this section does not, in any way, restrict or impede Executive from discussing the terms and conditions of Executive’s General Counsel. The Executive understands employment with his attorneys, accountants, financial advisors, members of his immediate family, and acknowledges that her obligations co-workers or union representatives or exercising Executive’s rights under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began employment by the Company) and shall continue during and after his employment by the Company until such time as such Confidential Information has become public knowledge other than as a result Section 7 of the Executive’s breach of this Agreement National Labor Relations Act, or breach otherwise disclosing information as permitted by those acting in concert with the Executive or on the Executive’s behalflaw.

Appears in 2 contracts

Samples: Employment Agreement (Cannasys Inc), Employment Agreement (Cannasys Inc)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the good faith performance of the Executive’s authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesCompany; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such of these documents, records, files, media or other resources from the premises or control of the Company, except as required in the good faith performance of the Executive’s authorized employment duties to the Company acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties)Company. Nothing herein shall will be construed to prevent disclosure of Confidential Information as may be required or permitted by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that if the disclosure does not exceed the extent of disclosure required by such the law, regulation or order. The Executive shall will promptly provide written notice of any such order of a court to an authorized officer of the Company. In addition, this section does not, in any way, restrict or impede Executive from discussing the terms and conditions of Executive’s General Counsel. The Executive understands employment with his attorneys, accountants, financial advisors, members of his immediate family, and acknowledges that her obligations co-workers or union representatives or exercising Executive’s rights under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began employment by the Company) and shall continue during and after his employment by the Company until such time as such Confidential Information has become public knowledge other than as a result Section 7 of the Executive’s breach of this Agreement National Labor Relations Act, or breach otherwise disclosing information as permitted by those acting in concert with the Executive or on the Executive’s behalflaw.

Appears in 2 contracts

Samples: Executive Employment Agreement (Cannasys Inc), Executive Employment Agreement (Cannasys Inc)

Disclosure and Use Restrictions. The Executive Employee agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate communicate, or make available Confidential Information, or allow it to be disclosed, published, communicated communicated, or made available, in whole or part, to any entity or person whatsoever (including other employees of the CompanyEmployer) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesEmployer; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media media, or other resources containing any Confidential Information, or remove any such documents, records, files, media media, or other resources from the premises or control of the CompanyEmployer, except as required in the performance of the Executive’s Employee's authorized employment duties to the Company acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties)Employer. Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation regulation, or order. The Executive Employee shall promptly provide written notice of any such order to the President of the Company’s General Counsel. The Executive Employee understands and acknowledges that her the Employee's obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive Employee first having access to such Confidential Information (whether before or after he began beginning employment by with the CompanyEmployer) and shall continue during and after his the Employee's employment by the Company Employer until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s Employee's breach of this Agreement or breach by those acting in concert with the Executive Employee or on the Executive’s Employee's behalf.

Appears in 2 contracts

Samples: Employee Non Compete Agreement (Blackboxstocks Inc.), Employee Non Compete Agreement (Blackboxstocks Inc.)

Disclosure and Use Restrictions. The Executive agrees and covenants: (ia) to treat all Confidential Information as strictly confidential; (iib) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s authorized employment duties to the Company in each instance or with the prior written consent of the Vice President/General Counsel (and then, such disclosure shall will be made only within the limits and to the extent of such dutiesduties or consent); and (iiic) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s authorized employment duties to the Company acting on behalf or with the prior written consent of the Company in each instance Vice President/General Counsel (and then, such disclosure shall will be made only within the limits and to the extent of such dutiesduties or consent). Nothing herein shall will be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall will promptly provide written notice of any such order to the Company’s Vice President/General Counsel. The Executive understands and acknowledges that her Executive’s obligations under this Agreement with regard to any particular Confidential Information shall will commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began Executive begins employment by with the Company) and shall will continue during and after his Executive’s employment by with the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf.

Appears in 2 contracts

Samples: Employment Agreement (Rocky Mountain High Brands, Inc.), Employment Agreement (Rocky Mountain High Brands, Inc.)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s 's authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesCompany; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s 's authorized employment duties to the Company acting on behalf of and the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties)Bank. Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her his obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began begins employment by the Company) and shall continue during and after his employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s 's breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s 's behalf. Nothing herein shall prevent the Executive from disclosing Contract Information to his personal attorneys, accountants and other advisors, as necessary for the performance of their duties and on a confidential basis. Additionally nothing herein shall prohibit the Executive from retaining, at any time, his personal correspondence and documents related to his own personal benefits, entitlements and obligations.

Appears in 2 contracts

Samples: Employment Agreement (Bankwell Financial Group, Inc.), Employment Agreement (Bankwell Financial Group, Inc.)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s 's authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesCompany; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s 's authorized employment duties to the Company acting on behalf of and the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties)Banks. Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began she begins employment by the Company) and shall continue during and after his her employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s 's breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s 's behalf. Nothing herein shall prevent the Executive from disclosing Contract Information to her personal attorneys, accountants and other advisors, as necessary for the performance of their duties and on a confidential basis.

Appears in 2 contracts

Samples: Employment Agreement (Bankwell Financial Group, Inc.), Employment Agreement (Bankwell Financial Group, Inc.)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the CompanyBank) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company Bank and, in any event, not to anyone outside of the direct employ of the Company Bank except as required in the performance of the Executive’s 's authorized employment duties to the Company in each instance Bank (and then, such disclosure shall be made only within the limits and to the extent of such duties); and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the CompanyBank, except as required in the performance of the Executive’s 's authorized employment duties to the Company acting on behalf of the Company in each instance Bank (and then, such disclosure shall be made only within the limits and to the extent of such duties). Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her his obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began begins employment by the CompanyBank) and shall continue during and after his employment by the Company Bank until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s 's breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s 's behalf.

Appears in 1 contract

Samples: Employment Agreement (Valley National Bancorp)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required needed in the performance of the Executive’s authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesCompany; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required needed in the performance of the Executive’s authorized employment duties to the Company acting on behalf of and the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties)Bank. Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her his obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began begins employment by the Company) and shall continue during and after his employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf. Nothing herein shall prevent the Executive from disclosing Contract Information to his personal attorneys, accountants and other advisors, as necessary for the performance of their duties and on a confidential basis.

Appears in 1 contract

Samples: Employment Agreement (Bankwell Financial Group, Inc.)

Disclosure and Use Restrictions. The Executive Employee agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person Person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in with the performance prior consent of the Executive’s an authorized employment duties to officer acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesduties or consent); and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in with the performance prior consent of the Executive’s an authorized employment duties to the Company officer acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesduties or consent). Nothing Employee acknowledges that nothing herein shall be construed to restrict or prevent disclosure of Confidential Information at any time (x) as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order; (y) as part of providing information to, or testifying or otherwise assisting in any investigation or proceeding brought by, any federal regulatory or law enforcement agency or legislative body, or any self-regulatory organization; or (z) in the course of filing, testifying, participating in or otherwise assisting in a proceeding relating to an alleged violation of any federal or state law relating to fraud, or any rule or regulation of the Securities and Exchange Commission. The Executive Employee shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began employment by the Company) and shall continue during and after his employment by an authorized officer of the Company until promptly upon receiving such time order, but in any event sufficiently in advance of making any disclosure to permit the Company to contest the order or seek confidentiality protections, as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting determined in concert with the Executive or on the Executive’s behalfits sole discretion.

Appears in 1 contract

Samples: Employment Agreement (Tivity Health, Inc.)

Disclosure and Use Restrictions. The Executive Cxxx agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the CompanyDGSE Group) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company DGSE Group and, in any event, not to anyone outside of the direct employ of the Company DGSE Group except as required in the performance of the Executive’s any of Cxxx’x remaining authorized employment or consulting duties to DGSE or with the Company prior consent of an authorized officer acting on behalf of DGSE Group in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesduties or consent); and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the CompanyDGSE Group, except as required in the performance of the Executive’s any of Cxxx’x remaining authorized employment duties or consulting duties to DGSE or with the Company prior consent of an authorized officer acting on behalf of the Company DGSE Group in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesduties or consent). Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive Cxxx shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began employment by the Company) and shall continue during and after his employment by the Company until such time as such Confidential Information has become public knowledge other than as a result an authorized officer of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalfDGSE Group.

Appears in 1 contract

Samples: Consulting, Separation and Release of Claims Agreement (Dgse Companies Inc)

Disclosure and Use Restrictions. The Executive agrees and covenants: (ia) to treat all Confidential Information as strictly confidential; (iib) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s authorized employment duties to the Company in each instance or with the prior written consent of the Chief Operating Officer (and then, such disclosure shall will be made only within the limits and to the extent of such dutiesduties or consent); and (iiic) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s authorized employment duties to the Company acting on behalf or with the prior written consent of the Company in each instance Chief Operating Officer (and then, such disclosure shall will be made only within the limits and to the extent of such dutiesduties or consent). Nothing herein shall will be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall will promptly provide written notice of any such order to the Company’s General CounselChief Operating Officer. The Executive understands and acknowledges that her Executive’s obligations under this Agreement with regard to any particular Confidential Information shall will commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began Executive begins employment by with the Company) and shall will continue during and after his Executive’s employment by with the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf.

Appears in 1 contract

Samples: Employment Agreement (Rocky Mountain High Brands, Inc.)

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Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s 's authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesCompany; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s 's authorized employment duties to the Company acting on behalf of and the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties)Bank. Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her his obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began begins employment by the Company) and shall continue during and after his employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s 's breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s 's behalf. Nothing herein shall prevent the Executive from disclosing Contract Information to his personal attorneys, accountants and other advisors, as necessary for the performance of their duties and on a confidential basis. Additionally, nothing herein shall prohibit the Executive from retaining, at any time, his personal correspondence and documents related to his own personal benefits, entitlements and obligations.

Appears in 1 contract

Samples: Employment Agreement (Bankwell Financial Group, Inc.)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) Company not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s authorized employment duties to Company or with the prior consent of the Board acting on behalf of Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesduties or consent); and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s authorized employment duties to Company or with the Company prior consent of the Board acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesduties or consent). Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required (i) for Executive’s enforcement of rights or defense of claims under this Agreement or (ii) by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall (if lawful) promptly provide written notice of any such order to the Company’s General CounselBoard. The Executive understands and acknowledges that her Executive’s obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began Executive begins employment by the Company) and shall continue during and after his Executive’s employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf. The Defend Trade Secrets Act of 2016 provides immunity from state and federal civil or criminal liability for the disclosure of a trade secret in confidence to a federal, state or local government official, either directly or indirectly, or to an attorney, but in either case only if the disclosure is solely for the purpose of reporting or investigating a suspected violation of law or in a complaint or other document filed with a court in a lawsuit or other proceeding, if the filing of that document is made under seal and any other disclosure of the trade secret Executive makes is only as allowed by the court.

Appears in 1 contract

Samples: Employment Agreement (Office Depot Inc)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s 's authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesCompany; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s 's authorized employment duties to the Company acting on behalf of and the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties)Banks. Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began she begins employment by the Company) and shall continue during and after his her employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s 's breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s 's behalf. Nothing herein shall prevent the Executive from disclosing Confidential Information to her personal attorneys, accountants and other advisors, as necessary for the performance of their duties and on a confidential basis.

Appears in 1 contract

Samples: Employment Agreement (Bankwell Financial Group, Inc.)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s authorized employment duties to the Company or with the prior consent of the Chairman of the Board acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesduties or consent); and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s authorized employment duties to the Company or with the prior consent of the Chairman of the Board acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesduties or consent). Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General CounselChairman of the Board. The Executive understands and acknowledges that her his obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began begins employment by the Company) and shall continue during and after his employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf.

Appears in 1 contract

Samples: Employment Agreement (Radius Health, Inc.)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the CompanyCompany or its subsidiaries) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and its subsidiaries and, in any event, not to anyone outside of the direct employ of the Company or any of its subsidiaries except as required in the performance of the Executive’s authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties); and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the CompanyCompany or its subsidiaries, except as required in the performance of the Executive’s authorized employment duties to the Company acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties). Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General CounselBoard. The Executive understands and acknowledges that her his obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began begins employment by the Company) and shall continue during and after his employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf.

Appears in 1 contract

Samples: Employment Agreement (Female Health Co)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s authorized employment duties to the Company acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties). Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he she began employment by the Company) and shall continue during and after his her employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf.

Appears in 1 contract

Samples: Employment Agreement (First Choice Bancorp)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s 's authorized employment duties to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesCompany; and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s 's authorized employment duties to the Company acting on behalf of and the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties)Banks. Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her his obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began begins employment by the Company) and shall continue during and after his employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s 's breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s 's behalf. Nothing herein shall prevent the Executive from disclosing Contract Information to his personal attorneys, accountants and other advisors, as necessary for the performance of their duties and on a confidential basis.

Appears in 1 contract

Samples: Employment Agreement (Bankwell Financial Group, Inc.)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s authorized employment duties to the Company acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties); and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s authorized employment duties to the Company acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties). Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her his obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began begins employment by the Company) and shall continue during and after his employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf.

Appears in 1 contract

Samples: Employment Agreement (Alternative Energy & Environmental Solutions, Inc.)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) Company not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s authorized employment duties to Company or with the prior consent of Company’s Board of Directors acting on behalf of Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesduties or consent); and (iii) not to access or use any Confidential Information, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the Executive’s authorized employment duties to Company or with the Company prior consent of Company’s Board of Directors acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such dutiesduties or consent). Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required (i) for Executive’s enforcement of rights or defense of claims under this Agreement or (ii) by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall (if lawful) promptly provide written notice of any such order to the Company’s General CounselBoard of Directors. The Executive understands and acknowledges that her Executive’s obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such Confidential Information (whether before or after he began Executive begins employment by the Company) and shall continue during and after his Executive’s employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf.

Appears in 1 contract

Samples: Employment Agreement (Office Depot Inc)

Disclosure and Use Restrictions. The Executive agrees and covenants: (i) to treat all Confidential Information as strictly confidential; (ii) not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of During the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance course of the Executive’s authorized employment or engagement and at all times thereafter, the Executive acknowledges, covenants, and agrees not to use or disclose any Confidential Information except as reasonably necessary to perform his or her duties and responsibilities for the Company and/or its affiliates. The Executive further acknowledges, covenants, and agrees that the Executive shall maintain, at all times, all Confidential Information in a confidential manner and protect it from disclosure, orally or otherwise, to any Person, and shall take reasonable measures to ensure that the Confidential Information is, at all times, both during and after the Employment Term, maintained in a confidential manner. If, at any time, the Executive is required by law or regulation to produce any of the Company’s and its Affiliates’ Confidential Information to any third party, the request shall be forwarded to the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent production of such duties; and (iii) not to access or use any Confidential Information, if any, shall be approved and supervised by the Company’s attorneys. For purposes of illustration and not by way of limitation, violations of this Section 7.3 can occur as a result of: (a) forwarding Confidential Information to copy any documentspersonal e-mail accounts, records, files, media or other resources containing any (b) failing to encrypt Confidential Information prior to electronically transmitting such Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of and/or (c) storing Confidential Information on a device not owned by the Company, except as required in the performance of the . The Executive’s authorized employment duties to the Company acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties). Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive understands and acknowledges that her obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive first having access to such the Confidential Information (whether before or after he began his begins employment by the Company) and shall continue during and after his employment by the Company until such time as such the Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf.. Section 8 is deleted in its entirety and is replaced with the following:

Appears in 1 contract

Samples: Employment Agreement (P10, Inc.)

Disclosure and Use Restrictions. The Executive agrees and covenants, other than in connection with the good faith performance of Executive’s duties: (i1) to treat all Confidential Information as strictly confidential; (ii2) not to directly or indirectly disclose, publish, communicate communicate, or make available Confidential Information, or allow it to be disclosed, published, communicated communicated, or made available, in whole or part, to any entity or person whatsoever (including other executives and employees of the Company) Company not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the Executive’s authorized employment duties to the Company in each instance such information); (and then, such disclosure shall be made only within the limits and to the extent of such duties; and (iii3) not to access or use any Confidential Information, and not to copy any documents, records, files, media media, or other resources containing any Confidential Information, or remove any such documents, records, files, media media, or other resources from the premises or control of the Company, except as required in the performance of the Executive’s authorized employment duties to the Company acting on behalf or with the prior consent of Executive’s supervisor; and (4) to immediately return and not retain, in any form, any such Confidential Information upon the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties)Separation Date. Nothing herein shall be construed to prevent disclosure of Confidential Information (x) to Executive’s legal and financial advisors; provided that such disclosure is reasonably necessary for the provision of advice by such advisors to Executive and such advisors treat all Confidential Information as strictly confidential or (y) as may be required by applicable law or regulation, or pursuant to the valid subpoena or order of a court of competent jurisdiction or an authorized government agency, ; provided that the disclosure does not exceed the extent of disclosure required by such law, regulation regulation, or subpoena/order. The Executive shall promptly provide written notice of any such order to the Company’s General CounselChief Legal Officer, if permitted by law to do so. The Executive understands and acknowledges that her Executive’s obligations under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive Executive’s first having access to such Confidential Information (whether before or after he began employment by the Company) and shall continue during and after his Executive’s employment by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s breach of this Agreement or breach by those acting in concert with the Executive or on the Executive’s behalf.

Appears in 1 contract

Samples: Executive Agreement (Dollar Tree, Inc.)

Disclosure and Use Restrictions. The Executive 2.1 Employee agrees and covenants: covenants to (i) to treat a). Treat all Confidential Information as strictly confidential; ; (ii) not b). Not to directly or indirectly disclose, publish, communicate or make available Confidential Information, or allow it to be disclosed, published, communicated or made available, in whole or part, to any entity or person whatsoever (including other employees of the Company) not having a need to know and authority to know and use the Confidential Information in connection with the business of the Company and, in any event, not to anyone outside of the direct employ of the Company except as required in the performance of the ExecutiveEmployee’s authorized employment duties to the Company in each instance Company; and (and then, such disclosure shall be made only within the limits and to the extent of such duties; and (iii) not c). Not to access or use any Confidential InformationInfonnation, and not to copy any documents, records, files, media or other resources containing any Confidential Information, or remove any such documents, records, files, media or other resources from the premises or control of the Company, except as required in the performance of the ExecutiveEmployee’s authorized employment duties to the Company acting on behalf of the Company in each instance (and then, such disclosure shall be made only within the limits and to the extent of such duties). Nothing herein shall be construed to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. The Executive shall promptly provide written notice of any such order to the Company’s General Counsel. The Executive . 2.2 Employee understands and acknowledges that her the obligations of Employee under this Agreement with regard to any particular Confidential Information shall commence immediately upon the Executive Employee first having access to such Confidential Information (whether before or after he began Employee begins employment by the Company) and shall continue during and after his the employment of Employee by the Company until such time as such Confidential Information has become public knowledge other than as a result of the Executive’s Employee’ s breach of this Agreement or breach by those acting in concert with the Executive Employee or on the ExecutiveEmployee’s behalf. 2.3 Nothing in this Agreement prohibits Employee from reporting violations of law or regulation to an appropriate governmental agency or entity or making other disclosures that are protected under applicable law. Employee does not need the prior authorization of the Company to make any such reports or disclosures, and Employee is not required to notify the Company that Employee has made such reports or disclosures. Nothing in this Agreement limits Employee’s rights to discuss the terms and conditions of employment or to infringe upon Employee’ s rights under the National Labor Relations Act (“NLRA”), the Defend Trade Secrets Act (“DTSA”) and applicable state law. Employee is hereby notified that the DTSA protects individuals from criminal or civilly liability where the disclosure of a trade secret is made: (a) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney, and the confidential disclosure is made solely for the purpose of reporting or investigating a suspected violation of law; and (b) the trade secret disclosure is made in a complaint or other document filed in a lawsuit or other proceeding, and the disclosure is made under seal. Nothing in this Agreement restricts or impedes Employee from exercising protected rights to the extent that such rights cannot be waived by agreement or from complying with any applicable law or regulation or a valid order of a court of competent jurisdiction or an authorized government agency, provided that such compliance does not exceed that required by the law, regulation, or court order. Employee shall promptly provide written notice of any such court order to the President or Chief Executive Officer of the Company.

Appears in 1 contract

Samples: Executive Employment Agreement (theMaven, Inc.)

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