Inventions and Confidential Information. The parties hereto recognize that a major need of the Company is to preserve its specialized knowledge, trade secrets, and confidential information. The strength and good will of the Company is derived from the specialized knowledge, trade secrets, and confidential information generated from experience with the activities undertaken by the Company. The disclosure of this information and knowledge to competitors would be beneficial to them and detrimental to the Company, as would the disclosure of information about the marketing practices, pricing practices, costs, profit margins, design specifications, analytical techniques, and similar items of the Company. By reason of his being a senior executive of the Company, Executive has or will have access to, and has obtained or will obtain, specialized knowledge, trade secrets and confidential information about the Company's operations wherever it does business. Therefore, Executive hereby agrees as follows, recognizing that the Company is relying on these agreements in entering into this Agreement: (i) During and for three years after the Period of Employment hereunder, Executive will maintain as confidential and will not use, disclose to others, or publish or otherwise make available to any other party any inventions or any confidential business information about the affairs of the Company, or its Affiliates, including but not limited to confidential information concerning their products, methods, product purchasing arrangements and agreements, product distribution arrangements and agreements, engineering designs, system designs and standards, analytical techniques, technical information, customer information, Executive information, and other confidential information acquired by him in the course of his past or future services for the Company. Executive agrees to hold as the Company's property all memoranda, books, papers, letters, formulas and other data, and all copies thereof and therefrom, in any way relating to the Company's or its Affiliates' businesses and affairs, whether made by him or otherwise coming into his possession, and on termination of his employment, or on demand of the Company, at any time, to deliver the same to the Company within twelve (12) hours of such termination or demand. (ii) During the Period of Employment hereunder and for one year following the last day of the Period of Employment, Executive will not induce or otherwise attempt to influence any executive of the Company, to leave the Company's employment (unless the Board shall have authorized such employment and the Company shall have consented thereto in writing).
Appears in 3 contracts
Samples: Employment Agreement (Telscape International Inc), Employment Agreement (Telscape International Inc), Employment Agreement (Telscape International Inc)
Inventions and Confidential Information. The parties hereto recognize that a major need of the Company is to preserve its specialized knowledge, trade secrets, secrets and confidential information. The strength and good will of the Company is derived from the specialized knowledge, trade secrets, and confidential information generated from experience with the activities undertaken by the Company. The unauthorized disclosure of this information and knowledge to competitors would be beneficial to them such competitors and detrimental to the Company, as would the disclosure of non-public information about the marketing practices, pricing practices, costs, profit margins, design specifications, development and business plans, analytical techniques, techniques and similar items of the Company. The Employee acknowledges that specific proprietary information and non-public data obtained by him while employed by the Company concerning the business or affairs of the Company are the property of the Company. By reason of his being a senior executive of the Company, Executive the Employee has or will have access to, and has obtained or will obtain, specialized knowledge, trade secrets and confidential information about the Company's operations, which operations wherever it does businessextend throughout the United States. Therefore, Executive subject to the provisions of Section 14, the Employee hereby agrees as follows, recognizing that the Company is relying on these agreements in entering into this Agreement:
(ia) During the Employment Term and for three years after following termination of the Period of Employment hereunderEmployee's employment with the Company for any reason, Executive will maintain as confidential and the Employee will not use, disclose to others, or publish or otherwise make available to any other party (other than in furtherance of his obligations hereunder) any inventions non-public or any confidential business information about the business and affairs of the Company, or its Affiliates, including but not limited to confidential information concerning their the Company's products, methods, product purchasing arrangements and agreements, product distribution arrangements and agreements, engineering designs, system designs and standards, analytical techniques, technical information, customer information, Executive employee information, inventions and other confidential information acquired by him in the course of his past or future services for the CompanyCompany during the Employment Term. Executive The Employee agrees to hold as the Company's property all memoranda, books, papers, letters, formulas formulas, memoranda, notes, plans, records, reports, computer tapes, printouts, software and other datadocuments, and all copies thereof and therefrom, in any way relating to the Company's or its Affiliates' businesses business and affairsaffairs conducted by him as President of the Company, whether made by him or otherwise coming into his possessionpossession or control, and on termination of his employment, or on upon demand of the Company, at any timetime after termination of his employment, to deliver the same to the Company within twelve (12) hours of such termination or demandCompany.
(iib) During the Period of Employment hereunder Term and for one year 18 months following the last day termination of the Period of EmploymentEmployee's employment with the Company for any reason, Executive the Employee will not (i) directly or indirectly, including through an entity or agent, induce or otherwise attempt to influence any executive employee of the Company, Company to leave the Company's employment employ, (ii) hire, cause to be hired or induce a third party to hire, any such employee (unless the Board shall have authorized such employment and the Company shall have consented thereto in writing)) or in any way materially interfere with the relationship between the Company and any employee thereof, or (iii) induce or attempt to induce any customer, supplier, licensee, licensor or other business relation of the Company to cease or otherwise limit doing business with the Company or in any way materially interfere to the detriment of the Company with the relationship between any such customer, supplier, licensee or business relation of the Company.
Appears in 3 contracts
Samples: Employment Agreement (FlexShopper, Inc.), Employment Agreement (FlexShopper, Inc.), Employment Agreement (Anchor Funding Services, Inc.)
Inventions and Confidential Information. The parties hereto recognize that a major need of the Company is to preserve its specialized knowledge, trade secrets, secrets and confidential information. The strength and good will of the Company is derived from the specialized knowledge, trade secrets, and confidential information generated from experience with the activities undertaken by the Company. The unauthorized disclosure of this information and knowledge to competitors would be beneficial to them such competitors and detrimental to the Company, as would the disclosure of non-public information about the marketing practices, pricing practices, costs, profit margins, design specifications, development and business plans, analytical techniques, techniques and similar items of the Company. Xxxx acknowledges that specific proprietary information and non-public data obtained by him while employed by the Company concerning the business or affairs of the Company are the property of the Company. By reason of his being a Consultant and senior executive of the Company, Executive Xxxx has or will have access to, and has obtained or will obtain, specialized knowledge, trade secrets and confidential information about the Company's ’s operations, which operations wherever it does businessextend throughout the United States. Therefore, Executive subject to the provisions of Section 14, Xxxx hereby agrees as follows, recognizing that the Company is relying on these agreements in entering into this Agreement:
(ia) During the Employment Term and also while Xxxx is a Consultant, and for three years after following termination of Carl’s employment with the Period of Employment hereunderCompany for any reason, Executive will maintain as confidential and Xxxx will not use, disclose to others, or publish or otherwise make available to any other party (other than in furtherance of his obligations hereunder) any inventions non-public or any confidential business information about the business and affairs of the Company, or its Affiliates, including but not limited to confidential information concerning their the Company’s products, methods, product purchasing arrangements and agreements, product distribution arrangements and agreements, engineering designs, system designs and standards, analytical techniques, technical information, customer information, Executive employee information, inventions and other confidential information acquired by him in the course of his past or future services for the CompanyCompany during the Employment Term. Executive Xxxx agrees to hold as the Company's ’s property all memoranda, books, papers, letters, formulas formulas, memoranda, notes, plans, records, reports, computer tapes, printouts, software and other datadocuments, and all copies thereof and therefrom, in any way relating to the Company's ’s business and affairs conducted by him as a Consultant or its Affiliates' businesses and affairsChief Executive Officer of Uni-Pixel, whether made by him or otherwise coming into his possessionpossession or control, and on termination of his employment, or on upon demand of the Company, at any timetime after termination of his employment, to deliver the same to the Company within twelve (12) hours of such termination or demandCompany.
(iib) During the Period of Employment hereunder Term and also while Xxxx is a Consultant, and for one year 18 months following termination of Carl’s employment with the last day of the Period of EmploymentCompany for any reason, Executive Xxxx will not (i) directly or indirectly, including through an entity or agent, induce or otherwise attempt to influence any executive employee of the Company, Company to leave the Company's employment ’s employ, (ii) hire, cause to be hired or induce a third party to hire, any such employee (unless the Board shall have authorized such employment and the Company shall have consented thereto in writing)writing or unless the subject employee has himself/herself initiated the new employment or responded to an employment advertisement) or in any way materially interfere with the relationship between the Company and any employee thereof, or (iii) induce or attempt to induce any customer, supplier, licensee, licensor or other business relation of the Company to cease or otherwise limit doing business with the Company or in any way materially interfere to the detriment of the Company with the relationship between any such customer, supplier, licensee or business relation of the Company.
Appears in 1 contract
Samples: Consulting Agreement (Uni-Pixel)
Inventions and Confidential Information. The parties hereto recognize that a major need of the Company is to preserve its specialized knowledge, trade secrets, secrets and confidential information. The strength and good will of the Company is derived from the specialized knowledge, trade secrets, secrets and confidential information generated from experience with the activities undertaken by the Company. The disclosure of this information and knowledge to competitors would be beneficial to them and detrimental to the Company, Company as would the disclosure of information about the marketing practices, pricing practices, costs, profit margins, design specifications, analytical techniques, techniques and similar items of the Company. By reason of his being a senior executive of the Company, Executive the Consultant has or will have access to, and has obtained or will obtain, specialized knowledge, trade secrets and confidential information about the Company's operations wherever it does business. Therefore, Executive Consultant hereby agrees as follows, recognizing that the Company is relying on these agreements in entering into this Agreement:
(i) : During and for three years after the Consulting Period of Employment hereunder, Executive Consultant will maintain as confidential and will not use, disclose to others, others or publish or otherwise make available to any other party any inventions or any confidential business information about the affairs of the Company, or its Affiliatesincluding, including but not limited to to, confidential information concerning their its products, methods, product purchasing arrangements and agreements, product distribution arrangements and agreements, engineering designs, system systems designs and standards, analytical techniques, technical information, customer information, Executive information, employee information and other confidential information acquired by him in the course of his past or future services for the Company. Executive Consultant agrees to hold as the Company's property property, all memoranda, books, papers, letters, formulas and other data, data and all copies thereof and therefrom, in any way relating to the Company's or its Affiliates' businesses Business and affairs, whether made by him or otherwise coming into his possession, and and, on termination of his employment, or on demand of the Company, at any time, to deliver the same to the Company within twelve (12) hours of such termination or demand.
(ii) . During the Consulting Period of Employment hereunder hereunder, and for one year following the last day of the Period of EmploymentConsulting Period, Executive Consultant will not induce or otherwise attempt to influence any executive employee of the Company, Company to leave the Company's employment employ of the Company (unless the Board of Directors shall have authorized such employment and the Company shall have consented thereto in writing).
Appears in 1 contract
Inventions and Confidential Information. The parties hereto recognize that a major need of the Company is to preserve its specialized knowledge, trade secrets, secrets and confidential information. The strength and good will of the Company is derived from the specialized knowledge, trade secrets, and confidential information generated from experience with the activities undertaken by the Company. The unauthorized disclosure of this information and knowledge to competitors would be beneficial to them such competitors and detrimental to the Company, as would the disclosure of non-public information about the marketing practices, pricing practices, costs, profit margins, design specifications, development and business plans, analytical techniques, techniques and similar items of the Company. The Employee acknowledges that specific proprietary information and non-public data obtained by him while employed by the Company concerning the business or affairs of the Company are the property of the Company. By reason of his being a senior executive of the Company, Executive the Employee has or will have access to, and has obtained or will obtain, specialized knowledge, trade secrets and confidential information about the Company's ’s operations, which operations wherever it does businessextend throughout the United States. Therefore, Executive subject to the provisions of Section 14, the Employee hereby agrees as follows, recognizing that the Company is relying on these agreements in entering into this Agreement:
(ia) During the Employment Term and for three years after following termination of the Period of Employment hereunderEmployee’s employment with the Company for any reason, Executive will maintain as confidential and the Employee will not use, disclose to others, or publish or otherwise make available to any other party (other than in furtherance of his obligations hereunder) any inventions non-public or any confidential business information about the business and affairs of the Company, or its Affiliates, including but not limited to confidential information concerning their the Company’s products, methods, product purchasing arrangements and agreements, product distribution arrangements and agreements, engineering designs, system designs and standards, analytical techniques, technical information, customer information, Executive employee information, inventions and other confidential information acquired by him in the course of his past or future services for the CompanyCompany during the Employment Term. Executive The Employee agrees to hold as the Company's ’s property all memoranda, books, papers, letters, formulas formulas, memoranda, notes, plans, records, reports, computer tapes, printouts, software and other datadocuments, and all copies thereof and therefrom, in any way relating to the Company's or its Affiliates' businesses ’s business and affairsaffairs conducted by him as President of Uni-Pixel, whether made by him or otherwise coming into his possessionpossession or control, and on termination of his employment, or on upon demand of the Company, at any timetime after termination of his employment, to deliver the same to the Company within twelve (12) hours of such termination or demandCompany.
(iib) During the Period of Employment hereunder Term and for one year 18 months following the last day termination of the Period of EmploymentEmployee’s employment with the Company for any reason, Executive the Employee will not (i) directly or indirectly, including through an entity or agent, induce or otherwise attempt to influence any executive employee of the Company, Company to leave the Company's employment ’s employ, (ii) hire, cause to be hired or induce a third party to hire, any such employee (unless the Board shall have authorized such employment and the Company shall have consented thereto in writing)) or in any way materially interfere with the relationship between the Company and any employee thereof, or (iii) induce or attempt to induce any customer, supplier, licensee, licensor or other business relation of the Company to cease or otherwise limit doing business with the Company or in any way materially interfere to the detriment of the Company with the relationship between any such customer, supplier, licensee or business relation of the Company.
Appears in 1 contract
Samples: Employment Agreement (Uni-Pixel)
Inventions and Confidential Information. The parties hereto recognize that a major need of the Company is to preserve its specialized knowledge, trade secrets, secrets and confidential information. The strength and good will of the Company is derived from the specialized knowledge, trade secrets, and confidential information generated from experience with the activities undertaken by the Company. The unauthorized disclosure of this information and knowledge to competitors would be beneficial to them such competitors and detrimental to the Company, as would the disclosure of non-public information about the marketing practices, pricing practices, costs, profit margins, design specifications, development and business plans, analytical techniques, techniques and similar items of the Company. The Employee acknowledges that specific proprietary information and non-public data obtained by him while employed by the Company concerning the business or affairs of the Company are the property of the Company. By reason of his being a senior executive of the Company, Executive the Employee has or will have access to, and has obtained or will obtain, specialized knowledge, trade secrets and confidential information about the Company's operations, which operations wherever it does businessextend throughout the United States. Therefore, Executive subject to the provisions of Section 14, the Employee hereby agrees as follows, recognizing that the Company is relying on these agreements in entering into this Agreement:
(ia) During the Employment Term and for three years after following termination of the Period of Employment hereunderEmployee's employment with the Company for any reason, Executive will maintain as confidential and the Employee will not use, disclose to others, or publish or otherwise make available to any other party (other than in furtherance of his obligations hereunder) any inventions non-public or any confidential business information about the business and affairs of the Company, or its Affiliates, including but not limited to confidential information concerning their the Company's products, methods, product purchasing arrangements and agreements, product distribution arrangements and agreements, engineering designs, system designs and standards, analytical techniques, technical information, customer information, Executive employee information, inventions and other confidential information acquired by him in the course of his past or future services for the CompanyCompany during the Employment Term. Executive The Employee agrees to hold as the Company's property all memoranda, books, papers, letters, formulas formulas, memoranda, notes, plans, records, reports, computer tapes, printouts, software and other datadocuments, and all copies thereof and therefrom, in any way relating to the Company's or its Affiliates' businesses business and affairsaffairs conducted by him as Chief Executive Officer of the Company, whether made by him or otherwise coming into his possessionpossession or control, and on termination of his employment, or on upon demand of the Company, at any timetime after termination of his employment, to deliver the same to the Company within twelve (12) hours of such termination or demandCompany.
(iib) During the Period of Employment hereunder Term and for one year 18 months following the last day termination of the Period of EmploymentEmployee's employment with the Company for any reason, Executive the Employee will not (i) directly or indirectly, including through an entity or agent, induce or otherwise attempt to influence any executive employee of the Company, Company to leave the Company's employment employ, (ii) hire, cause to be hired or induce a third party to hire, any such employee (unless the Board shall have authorized such employment and the Company shall have consented thereto in writing)) or in any way materially interfere with the relationship between the Company and any employee thereof, or (iii) induce or attempt to induce any customer, supplier, licensee, licensor or other business relation of the Company to cease or otherwise limit doing business with the Company or in any way materially interfere to the detriment of the Company with the relationship between any such customer, supplier, licensee or business relation of the Company.
Appears in 1 contract
Samples: Employment Agreement (Anchor Funding Services, Inc.)
Inventions and Confidential Information. The parties hereto recognize that a major need of the Company is to preserve its specialized knowledge, trade secrets, and confidential informationinformation concerning the disinfectant business, and other business conducted by the Company. The strength and good will of the Company is derived from the specialized knowledge, trade secrets, and confidential information generated from experience with the activities undertaken by the CompanyCompany and its subsidiaries. The disclosure of this information and knowledge to competitors would be beneficial to them and detrimental to the Company, as would the disclosure of information about the marketing practices, pricing practices, costs, profit margins, design specifications, analytical techniques, and similar items of the CompanyCompany and its subsidiaries. By reason of his being a senior executive of the Company, Executive Employee has or will have access to, and has obtained or will obtain, specialized knowledge, trade secrets and confidential information about the Company's operations wherever it does businessand the operations of its subsidiaries, which operations extend through the United States and Canada. Therefore, Executive Employee hereby agrees as follows, recognizing that the Company is relying on these agreements in entering into this Agreement:
(i) During and for three years after the Period term of Employment hereunderthis Agreement, Executive will maintain as confidential and Employee will not use, disclose to others, or publish or otherwise make available to any other party any inventions or any confidential business information about the affairs of the Company, or its Affiliates, including but not limited to confidential information concerning their the Company's products, methods, product purchasing arrangements and agreementsengineering, product distribution arrangements and agreements, engineering designs, system designs and standards, analytical techniques, technical information, customer information, Executive employee information, and other confidential information acquired by him in the course of his this past or future services for the Company. Executive Employee agrees to hold as the Company's property all memoranda, books, papers, letters, formulas and other data, and all copies thereof and therefrom, in any way relating to the Company's or its Affiliates' businesses business and affairs, whether made by him or otherwise coming into his possession, and on termination of his employment, or on demand of the Company, at any time, to deliver the same to the Company within twelve (12) twenty four hours of such termination or demand.
(ii) During the Period term of Employment hereunder this Agreement and for one year following the last day of the Period of Employmentthereafter, Executive Employee will not induce or otherwise attempt to influence any executive employee of the Company, Company to leave the Company's employment employ or hire any such employee (unless the Board of Directors of the Company shall have authorized such employment and the Company shall have consented thereto in writing).
Appears in 1 contract
Samples: Employment Agreement (Veridien Corp)
Inventions and Confidential Information. The parties hereto recognize that a major need of the Company is to preserve its specialized knowledge, trade secrets, and confidential information. The strength and good will of the Company is derived from the specialized knowledge, trade secrets, and confidential information generated from experience with the activities undertaken by the CompanyCompany and its subsidiaries. The disclosure of this information and knowledge to competitors would be beneficial to them and detrimental to the Company, as would the disclosure of information about the marketing practices, pricing practices, costs, profit margins, design specifications, analytical techniques, and similar items of the Company and its subsidiaries. The Employee acknowledges that the proprietary information, observations and data obtained by him while employed by the Company concerning the business or affairs of the Company are the property of the Company. By reason of his being a senior executive of the Company, Executive the Employee has or will have access to, and has obtained or will obtain, specialized knowledge, trade secrets and confidential information about the Company's operations wherever it does businessand the operations of its subsidiaries, which operations extend throughout the United States. Therefore, Executive hereby agrees as follows, recognizing that subject to the Company is relying on these agreements in entering into this Agreement:provisions of Section
(i) During the period of Employee's employment with the Company and for three (3) years after thereafter, the Period of Employment hereunder, Executive will maintain as confidential and Employee will not use, disclose to others, or publish or otherwise make available to any other party any inventions or any confidential business information about the affairs of the Company, or its Affiliates, including but not limited to confidential information concerning their the Company's products, methods, product purchasing arrangements and agreements, product distribution arrangements and agreements, engineering designs, system designs and standards, analytical techniques, technical information, customer information, Executive employee information, and other confidential information acquired by him in the course of his past or future services for the Company. Executive Employee agrees to hold as the Company's property all memoranda, books, papers, letters, formulas formulas, memoranda, notes, plans, records, reports, computer tapes, printouts, software and other datadocuments, and all copies thereof and therefrom, in any way relating to the Company's or its Affiliates' businesses business and affairs, whether made by him or otherwise coming into his possession, and on termination of his employment, or on demand of the Company, at any time, to deliver the same to the Company within twelve twenty four (1224) hours of such termination or demand.
(ii) During the Period period of Employment hereunder Employee's employment with the Company and for one year following three (3) years thereafter, (a) the last day of the Period of Employment, Executive Employee will not directly or indirectly through another entity induce or otherwise attempt to influence any executive employee of the Company, Company to leave the Company's employment employ and (b) the Employee will not directly or indirectly hire or cause to be hired or induce a third party to hire, any such employee (unless the Board of Directors shall have authorized such employment and the Company shall have consented thereto in writing)) or in any way interfere with the relationship between the Company and any employee thereof and (c) induce or attempt to induce any customer, supplier, licensee, licensor or other business relation of the Company to cease doing business with the Company or in any way interfere with the relationship between any such customer, supplier, licensee or business relation of the Company. Notwithstanding any language to the contrary, the terms of this Section 6 will be without force and effect if the Company terminates the Employee without cause.
Appears in 1 contract
Samples: Employment Agreement (Teletouch Communications Inc)
Inventions and Confidential Information. The parties hereto recognize that a major need of the Company is to preserve its specialized knowledge, trade secrets, and confidential information. The strength and good will of the Company is derived from the specialized knowledge, trade secrets, and confidential information generated from experience with the activities undertaken by the Company. The unauthorized disclosure of this information and knowledge to competitors would be beneficial to them and detrimental to the Company, as would the disclosure of non-public information about the marketing practices, pricing practices, costs, profit margins, design specifications, analytical techniques, and similar items of the Company. The Executive acknowledges that specific proprietary information and non-public data obtained by him while employed by or providing services to the Company concerning the business or affairs of the Company are the property of the Company. By reason of his being having been a senior executive and continuing as a director of the Company, the Executive has or will have access to, and has obtained or will obtain, specialized knowledge, trade secrets and confidential information about the Company's ’s operations, which operations wherever it does businessextend throughout the United States. Therefore, subject to the provisions of Section 11 hereof, the Executive hereby agrees as follows, recognizing that the Company is relying on these agreements in entering into this Agreement:
(ia) During the period of the Executive’s service as a director of the Company and for three years after thereafter, the Period of Employment hereunder, Executive will maintain as confidential and will not use, disclose to others, or publish or otherwise make available to any other party (other than in furtherance of his obligations hereunder) any non-public inventions of the Company or any confidential business information about the affairs of the Company, or its Affiliates, including but not limited to confidential information concerning their the Company’s products, methods, product purchasing arrangements and agreements, product distribution arrangements and agreements, engineering designs, system designs and standards, analytical techniques, technical information, customer information, Executive employee information, and other confidential information acquired by him in the course of his past or future services for the Company. The Executive agrees to hold as the Company's ’s property all memoranda, books, papers, letters, formulas formulas, memoranda, notes, plans, records, reports, computer tapes, printouts, software and other datadocuments, and all copies thereof and therefrom, in any way relating to the Company's or its Affiliates' businesses ’s business and affairsaffairs conducted by him as Chairman of the Board, whether made by him or otherwise coming into his possession, and on termination of his employmentservice to the Company, or on demand of the Company, at any timetime thereafter, to deliver the same to the Company within twelve (12) hours Company, to the extent that any of such termination property is then in his possession or demandunder his control; provided, however, the Executive shall be permitted to retain one archival copy for himself, including for use in any proceeding involving his employment with or service to the Company; and provided, further, that no information shall be considered confidential information of the Company or otherwise subject to this Section 5 if such information (a) is known to the Executive prior to the time of disclosure, (b) has become publicly known and made generally available, (c) has been received by the Executive from a third party, (d) is independently developed by the Executive without use of the Company’s confidential information or (e) is required to be disclosed by law or court order or otherwise requires disclosure in a legal proceeding.
(iib) During the Period period of Employment hereunder the Executive’s service as a director of the Company and for one year following 18 months thereafter, (i) the last day of the Period of Employment, Executive will not through another entity knowingly induce or otherwise attempt to influence any executive employee of the Company, Company to leave the Company's employment ’s employ and (ii) the Executive will not knowingly hire or cause to be hired or induce a third party to hire, any such employee (unless the Board shall have authorized such employment and the Company shall have consented thereto in writing)) or in any way materially interfere to the detriment of the Company with the relationship between the Company and any employee thereof and (iii) the Executive will not induce or attempt to induce any customer, supplier, licensee, licensor or other business relation of the Company to cease doing business with the Company or in any way materially interfere to the detriment of the Company with the relationship between any such customer, supplier, licensee or business relation of the Company. Such obligation shall not extend to employees of the Company who respond to general inquiries or advertisements (e.g., classified ads or internet job postings) or other persons who approach the Executive independently about a possible business relationship with the Executive or his business or employers without him having affirmatively caused such approach.
Appears in 1 contract
Samples: Severance Agreement (Uni-Pixel)
Inventions and Confidential Information. The parties hereto recognize that a major need of the Company is to preserve its specialized knowledge, trade secrets, and confidential information. The strength and good will of the Company is derived from the specialized knowledge, trade secrets, and confidential information generated from experience with the activities undertaken by the CompanyCompany and its subsidiaries. The disclosure of this information and knowledge to competitors would be beneficial to them and detrimental to the Company, as would the disclosure of information about the marketing practices, pricing practices, costs, profit margins, design specifications, analytical techniques, and similar items of the Company and its subsidiaries; provided that nothing contained herein shall prohibit Mr. Masiz from disclosing or using such information in his capacity as a shareholder, officer, director or employee of Biochemics. Mr. Masiz acknowledges that the proprietary information, observations and data obtained by him while employed by the Company concerning the business or affairs of the Company are the property of the Company. By reason of his being a senior executive an employee of the Company, Executive Mr. Masiz has or will have access to, and has obtained or will obtain, specialized knowledge, trade secrets and confidential information about the Company's operations wherever it does businessand the operations of its subsidiaries, which operations extend throughout the United States. Therefore, Executive Mr. Masiz hereby agrees as follows, recognizing that the Company is relying on these agreements in entering into this Agreement:
(i) During the period of Mr. Masiz's employment with the Company and for three two (2) years after the Period of Employment hereunderthereafter, Executive will maintain as confidential and Mr. Masiz will not use, disclose to others, or publish or otherwise make available to any other party except in his capacity as an employee of the Company or as an officer, director, shareholder or employee of Biochemics any inventions or any confidential business information about the affairs of the Company, or its Affiliates, including but not limited to confidential information concerning their the Company's products, methods, product purchasing arrangements and agreements, product distribution arrangements and agreements, engineering designs, system designs and standards, analytical techniques, technical information, customer information, Executive information, and other confidential employee information acquired by him in the course of his past or future services for the Company. Executive agrees to hold as the Company's property all memoranda, books, papers, letters, formulas and other data, and all copies thereof and therefrom, in any way relating to the Company's or its Affiliates' businesses and affairs, whether made by him or otherwise coming into his possession, and on termination of his employment, or on demand of the Company, at any time, to deliver the same to the Company within twelve (12) hours of such termination or demand.
(ii) During the Period period of Employment hereunder Employee's employment with the Company and for one year following the last day of the Period of Employmentthree (3) years thereafter, Executive (a) Mr. Masiz will not directly or indirectly through another entity induce or otherwise attempt to influence any executive employee of the Company, Company to leave the Company's employment employ and (b) Mr. Masiz will not directly or indirectly hire or cause to be hired or induce a third party to hire, any such employee (unless the Board of Directors shall have authorized such employment and the Company shall have consented thereto in writing)) or in any way interfere with the relationship between the Company and any employee thereof and (c) induce or attempt to induce any customer, supplier, licensee, licensor or other business relation of the Company to cease doing business with the Company or in any way interfere with the relationship between any such customer, supplier, licensee or business relation of the Company.
Appears in 1 contract
Samples: Employment Agreement (Vaso Active Pharmaceuticals Inc)
Inventions and Confidential Information. The parties hereto recognize that a major need of the Company is to preserve its specialized knowledge, trade secrets, secrets and confidential information. The strength and good will of the Company is derived from the specialized knowledge, trade secrets, and confidential information generated from experience with the activities undertaken by the Company. The unauthorized disclosure of this information and knowledge to competitors would be beneficial to them such competitors and detrimental to the Company, as would the disclosure of non-public information about the marketing practices, pricing practices, costs, profit margins, design specifications, development and business plans, analytical techniques, techniques and similar items of the Company. The Employee acknowledges that specific proprietary information and non-public data obtained by him while employed by the Company concerning the business or affairs of the Company are the property of the Company. By reason of his being a senior executive of the Company, Executive the Employee has or will have access to, and has obtained or will obtain, specialized knowledge, trade secrets and confidential information about the Company's operations, which operations wherever it does businessextend throughout the United States. Therefore, Executive subject to the provisions of Section 14, the Employee hereby agrees as follows, recognizing that the Company is relying on these agreements in entering into this Agreement:
(ia) During the Employment Term and for three years after following termination of the Period of Employment hereunderEmployee's employment with the Company for any reason, Executive will maintain as confidential and the Employee will not use, disclose to others, or publish or otherwise make available to any other party (other than in furtherance of his obligations hereunder) any inventions non-public or any confidential business information about the business and affairs of the Company, or its Affiliates, including but not limited to confidential information concerning their the Company's products, methods, product purchasing arrangements and agreements, product distribution arrangements and agreements, engineering designs, system designs and standards, analytical techniques, technical information, customer information, Executive employee information, inventions and other confidential information acquired by him in the course of his past or future services for the CompanyCompany during the Employment Term. Executive The Employee agrees to hold as the Company's property all memoranda, books, papers, letters, formulas formulas, memoranda, notes, plans, records, reports, computer tapes, printouts, software and other datadocuments, and all copies thereof and therefrom, in any way relating to the Company's or its Affiliates' businesses business and affairsaffairs conducted by him as President of Uni-Pixel, whether made by him or otherwise coming into his possessionpossession or control, and on termination of his employment, or on upon demand of the Company, at any timetime after termination of his employment, to deliver the same to the Company within twelve (12) hours of such termination or demandCompany.
(iib) During the Period of Employment hereunder Term and for one year 18 months following the last day termination of the Period of EmploymentEmployee's employment with the Company for any reason, Executive the Employee will not (i) directly or indirectly, including through an entity or agent, induce or otherwise attempt to influence any executive employee of the Company, Company to leave the Company's employment employ, (ii) hire, cause to be hired or induce a third party to hire, any such employee (unless the Board shall have authorized such employment and the Company shall have consented thereto in writing)) or in any way materially interfere with the relationship between the Company and any employee thereof, or (iii) induce or attempt to induce any customer, supplier, licensee, licensor or other business relation of the Company to cease or otherwise limit doing business with the Company or in any way materially interfere to the detriment of the Company with the relationship between any such customer, supplier, licensee or business relation of the Company.
Appears in 1 contract
Samples: Employment Agreement (Uni-Pixel)
Inventions and Confidential Information. The parties hereto recognize that a major need of the Company is to preserve its specialized knowledge, trade secrets, and confidential information. The strength and good will of the Company is derived from the specialized knowledge, trade secrets, and confidential information generated from experience with the activities undertaken by the Company. The unauthorized disclosure of this information and knowledge to competitors would be beneficial to them and detrimental to the Company, as would the disclosure of non-public information about the marketing practices, pricing practices, costs, profit margins, design specifications, analytical techniques, and similar items of the Company. The Employee acknowledges that specific proprietary information and non-public data obtained by him while employed by the Company concerning the business or affairs of the Company are the property of the Company. By reason of his being a senior executive of the Company, Executive the Employee has or will have access to, and has obtained or will obtain, specialized knowledge, trade secrets and confidential information about the Company's ’s operations, which operations wherever it does businessextend throughout the United States. Therefore, Executive subject to the provisions of Section 14 hereof, the Employee hereby agrees as follows, recognizing that the Company is relying on these agreements in entering into this Agreement:
(ia) During the period of the Employee’s employment with the Company and for three years after thereafter, the Period of Employment hereunder, Executive will maintain as confidential and Employee will not use, disclose to others, or publish or otherwise make available to any other party (other than in furtherance of his obligations hereunder) any non-public inventions or any confidential business information about the affairs of the Company, or its Affiliates, including but not limited to confidential information concerning their the Company’s products, methods, product purchasing arrangements and agreements, product distribution arrangements and agreements, engineering designs, system designs and standards, analytical techniques, technical information, customer information, Executive employee information, and other confidential information acquired by him in the course of his past or future services for the CompanyCompany during the Employment Term. Executive The Employee agrees to hold as the Company's ’s property all memoranda, books, papers, letters, formulas formulas, memoranda, notes, plans, records, reports, computer tapes, printouts, software and other datadocuments, and all copies thereof and therefrom, in any way relating to the Company's or its Affiliates' businesses ’s business and affairs, affairs whether made by him or otherwise coming into his possession, and on termination of his employment, or on demand of the Company, at any timetime after termination of his employment, to deliver the same to the Company; provided, however, the Employee shall be permitted to retain one archival copy for himself, including for use in any proceeding involving his employment with the Company; and provided, further, that no information shall be considered confidential information of the Company within twelve (12) hours or otherwise subject to this Section 6 if such information has become publicly known and made generally available, is independently developed by the Employee without use of such termination the Company’s confidential information or demandis required to be disclosed by law or court order or is otherwise disclosed in a legal proceeding.
(iib) During the Period period of Employment hereunder the Employee’s employment with the Company and for one year following 18 months thereafter, (i) the last day of the Period of Employment, Executive Employee will not through another entity knowingly induce or otherwise attempt to influence any executive employee of the Company, Company to leave the Company's employment ’s employ and (ii) the Employee will not knowingly hire or cause to be hired or induce a third party to hire, any such employee (unless the Board shall have authorized such employment and the Company shall have consented thereto in writing)) or in any way materially interfere to the detriment of the Company with the relationship between the Company and any employee thereof and (iii) the Employee will not induce or attempt to induce any customer, supplier, licensee, licensor or other business relation of the Company to cease doing business with the Company or in any way materially interfere to the detriment of the Company with the relationship between any such customer, supplier, licensee or business relation of the Company, Such obligation shall not extend to employees of the Company who respond to general inquiries or advertisements (e.g., classified ads or internet job postings) or other persons who approach the Employee independently about a possible business relationship with the Employee or his business or employer without him having affirmatively caused such approach.
Appears in 1 contract
Samples: Employment Agreement (Isolagen Inc)
Inventions and Confidential Information. The parties hereto recognize that a major need of the Company is to preserve its specialized knowledge, trade secrets, and confidential information. The strength and good will of the Company is derived from the specialized knowledge, trade secrets, and confidential information generated from experience with the activities undertaken by the Company. The unauthorized disclosure of this information and knowledge to competitors would be beneficial to them and detrimental to the Company, as would the disclosure of non-public information about the marketing practices, pricing practices, costs, profit margins, design specifications, analytical techniques, and similar items of the Company. The Employee acknowledges that specific proprietary information and non-public data obtained by him while employed by the Company concerning the business or affairs of the Company are the property of the Company. By reason of his being a senior executive of the Company, Executive the Employee has or will have access to, and has obtained or will obtain, specialized knowledge, trade secrets and confidential information about the Company's operations, which operations wherever it does businessextend throughout the United States. Therefore, Executive subject to the provisions of Section 14 hereof, the Employee hereby agrees as follows, recognizing that the Company is relying on these agreements in entering into this Agreement:
(ia) During the period of the Employee's employment with the Company and for three 3 years after thereafter, the Period of Employment hereunder, Executive will maintain as confidential and Employee will not use, disclose to others, or publish or otherwise make available to any other party (other than in furtherance of his obligations hereunder) any non-public inventions or any confidential business information about the affairs of the Company, or its Affiliates, including but not limited to confidential information concerning their the Company's products, methods, product purchasing arrangements and agreements, product distribution arrangements and agreements, engineering designs, system designs and standards, analytical techniques, technical information, customer information, Executive employee information, and other confidential information acquired by him in the course of his past or future services for the CompanyCompany during the Employment Term. Executive The Employee agrees to hold as the Company's property all memoranda, books, papers, letters, formulas formulas, memoranda, notes, plans, records, reports, computer tapes, printouts, software and other datadocuments, and all copies thereof and therefrom, in any way relating to the Company's or its Affiliates' businesses business and affairsaffairs conducted by him as Chairman, whether made by him or otherwise coming into his possession, and on termination of his employment, or on demand of the Company, at any timetime after termination of his employment, to deliver the same to the Company; provided, however, the Employee shall be permitted to retain one archival copy for himself, including for use in any proceeding involving his employment with the Company; and provided, further, that no information shall be considered confidential information of the Company within twelve or otherwise subject to this Section 6 if such information (12a) hours is known to the Employee prior to the time of such termination disclosure, (b) has become publicly known and made generally available, (c) has been received by the Employee from a third party, (d) is independently developed by the Employee without use of the Company's confidential information or demand(e) is required to be disclosed by law or court order or otherwise requires disclosure in a legal proceeding.
(iib) During the Period period of Employment hereunder the Employee's employment with the Company and for one year following 18 months thereafter, (i) the last day of the Period of Employment, Executive Employee will not through another entity knowingly induce or otherwise attempt to influence any executive employee of the Company, Company to leave the Company's employment employ and (ii) the Employee will not knowingly hire or cause to be hired or induce a third party to hire, any such employee (unless the Board shall have authorized such employment and the Company shall have consented thereto in writing)) or in any way materially interfere to the detriment of the Company with the relationship between the Company and any employee thereof and (iii) the Employee will not induce or attempt to induce any customer, supplier, licensee, licensor or other business relation of the Company to cease doing business with the Company or in any way materially interfere to the detriment of the Company with the relationship between any such customer, supplier, licensee or business relation of the Company. Such obligation shall not extend to employees of the Company who respond to general inquiries or advertisements (e.g., classified ads or internet job postings) or other persons who approach the Employee independently about a possible business relationship with the Employee or his business or employers without him having affirmatively caused such approach.
Appears in 1 contract
Samples: Employment Agreement (Uni-Pixel)