No Misappropriation. It will not knowingly misappropriate the trade secret of a Third Party in its activities to develop or Commercialize Assigned Products.
No Misappropriation. During the term of my employment and thereafter, I hereby promise not to disclose or use, or induce or assist in the disclosure or use of, any Confidential Information except for the benefit of the Company. In addition, at no time after the end of my employment with the Company will I seek to obtain or misappropriate, or induce or assist in the obtaining or misappropriation, any of the Company’s trade secrets or other Confidential Information from any current or former Company employee, independent contractor, consultant, or any other source. Notwithstanding the confidentiality obligations set forth in this paragraph, I understand that, pursuant to the Defend Trade Secrets Act of 2016 (“DTSA”), I will not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (A) is made (i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. I also understand that if I file a lawsuit for retaliation by the Company for reporting a suspected violation of law, I may disclose the trade secret to my attorney and use the trade secret information in the court proceeding, if I (A) file any document containing the trade secret under seal; and (B) do not disclose the trade secret, except pursuant to court order. I further understand that if a court of law or arbitrator determines that I misappropriated Company trade secrets willfully or maliciously, including by making permitted disclosures without following the requirements of the DTSA as detailed in this paragraph, then the Company may be entitled to an award of exemplary damages and attorneys’ fees.
No Misappropriation. The Parties agree that the transfer of intellectual property rights and of rights in regulatory documentation by one Party to the other Party pursuant to this Manufacturing Agreement shall not, to the actual knowledge of the transferring Party, misappropriate the proprietary or trade secret information of a Third Party.
No Misappropriation. The conception and reduction to practice of any inventions and the use or development of any other Information within the Galapagos IP (i) owned by Galapagos have not constituted or involved the misappropriation of trade secrets or other rights or property of any Third Party and (ii) in-licensed by Galapagos, to Galapagos’ Knowledge, have not constituted or involved the misappropriation of trade secrets or other rights or property of any Third Party; provided, however, that the foregoing clauses (i) and (ii) shall not constitute a representation or warranty of non-infringement of a Third Party’s intellectual property rights.
No Misappropriation. Each Party represents that the transfer of Confidential Information, of intellectual property rights and know-how, and of rights in Product-related documentation by one Party to the other Party pursuant to this Agreement shall not, to the actual knowledge of the transferring Party, misappropriate the proprietary or trade secret information of a Third Party.
No Misappropriation. Except as disclosed by Licensor to Denali in writing in the letter from Licensor to Denali on the Effective Date, to the Knowledge of Licensor no Person is infringing or misappropriating (i) the Licensor Background Patents, or (ii) the Licensor Background Know-How.
No Misappropriation. To the best knowledge of Cubist as of the Effective Date (after having made due inquiry of its employees on or prior to the Effective Date), it has not misappropriated the trade secret of any Third Party in its activities to develop and Commercialize Licensed Products.
No Misappropriation. It has not and shall not misappropriate the trade secret of another in its activities to develop or commercialize Licensed Products.
No Misappropriation. Except as disclosed by F-star to Gamma in writing in the letter from Licensor to Denali on the Effective Date, to the Knowledge of F-star no Person is infringing or misappropriating (i) the F-star Patents, or (ii) the F-star Know-How.
No Misappropriation. To the knowledge of ADT, (i) the development, creation, conception and reduction to practice of any inventions and, to the knowledge of ADT, the use, development, creation, conception and reduction to practice of any other Information within Licensed IP have not constituted or involved the misappropriation of trade secrets or other rights or property of any Third Party, and (ii) no employee, consultant, agent or independent contractor of ADT, or Third Party, has misappropriated any Licensed IP. To the knowledge of ADT, no intellectual property right of a Third Party would be infringed, misappropriated or otherwise violated by use of the Licensed IP or the Exploitation of the Compounds or Products under this Agreement.
