General Non-Disclosure Obligations Sample Clauses

General Non-Disclosure Obligations. Executive agrees that during Executive’s employment, Executive will have access to, will acquaint and become acquainted with various trade secrets, confidential and proprietary information relating to Company’s business, and the business of Company’s Affiliates, including but not limited to information relating to the Transaction. Executive agrees that subject to (c) below, at all times during the term of Executive’s employment and thereafter to hold in confidence and not to use or to disclose or direct or authorize others to use or disclose, directly or indirectly, to any person, firm or corporation, all except for the benefit of Company and its Affiliates or without written authorization approved by the Board of Directors of Company, any trade secrets or confidential information of Company or its Affiliates, including the following: customer, employee, supplier, and distributor lists, contacts, addresses, information about employees and employee relations, training manuals and procedures, recruitment method and procedures, business plans and projections, employment contracts, employee handbooks, information about customers and suppliers, price lists, costs and expenses, documents, budgets, proposals, financial information, inventions, patterns, processes, formulas, data bases, know how, developments, experiments, improvements, computer programs, manufacturing, recruitment and distribution techniques, specifications, tapes, and compilations of information, all of which are owned by Company or its Affiliates, other parties with which Company or its Affiliates do business (“Third Parties”) or customers of Company or its Affiliates, and which are used in the operation of the business of Company, its Affiliates or any of their Third Parties or customers. If any provision contained in this Section 8(a) conflicts with the ICC Agreement, then the provisions of the ICC Agreement shall apply. Note: Redacted portions have been marked with (***). The redacted portions are subject to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission.

General Non-Disclosure Obligations. Except as otherwise expressly permitted under the Agreement, the Receiving Party (a) shall (and shall cause its Affiliates and its and their Representatives to) treat and hold as confidential all Confidential Information received from the Disclosing Party; and (b) shall not (and shall cause its Representatives and Affiliates not to) disclose to any Person, publish or make publicly available any Confidential Information received from the Disclosing Party. The Receiving Party shall use Confidential Information received from the Disclosing Party solely during the Access Term and exclusively in connection with the performance of its obligations under the applicable Order Form(s) under which such Confidential Information was disclosed and shall take all reasonable measures to protect the confidentiality of the Confidential Information, which measures shall be no less than the same degree of care that the Receiving Party utilizes to protect its own Confidential Information of a similar nature, but no less than a reasonable degree of care. The Receiving Party further agrees to disclose Confidential Information only to its Representatives, and only to such Representatives (a) with a “need to know” the Confidential Information in connection with the performance of applicable Order Form(s) under which such Confidential Information was disclosed, and (b) who have either been advised of these non-disclosure restrictions and their obligations thereunder, or who have entered into an agreement with the Receiving Party that contain terms no less protective of Confidential Information than the terms of the Agreement. The Receiving Party shall be responsible for any breach of its non- disclosure obligations under the Agreement by its Representatives. For avoidance of doubt, Xxxxxxxx agrees that Leidos may disclose Customer’s Confidential Information to Leidos’ subcontractors, suppliers, and other Representatives who have a “need to know” in connection with the supply or delivery of Services under each Order Form and, in either event, who have either been advised of these non-disclosure restrictions and their obligations hereunder or have entered into an agreement with Leidos that contains terms no less protective of Confidential Information than the terms of the Agreement.