Non-Disclosure; Confidentiality. 5.1 The Executive acknowledges that, as a result of the Executive’s employment by Noram, the Executive shall be making use of or acquiring information about certain matters and things which are confidential to Noram or Ausam and which information is the exclusive property of Noram or Ausam or a third party with whom Noram or Ausam does business or has pursued prospective business, including all confidential information acquired by or made available to the Executive by Noram, Ausam or their representatives, which shall include trade secrets, offering memoranda, financial information, plans, engineering reports, environmental reports, legal opinions, names of shareholders, private investors, joint venture partners and limited partners, geological information, land and lease information, well data, project data, seismic information, gas, liquids or products processing, and marketing terms and arrangements or other such information as may be material to Noram or Ausam, which information is or may be either applicable to or related in any way to the assets, business or affairs of Noram or Ausam, together with all analyses, compilations, notes, data, studies or other material documents or copies thereof prepared by or for Noram or Ausam (collectively, the “Confidential Information”). 5.2 Confidential Information shall not include any information that (i) was in the possession of or known to the Executive, without any obligation to keep it confidential, before it was disclosed to the Executive by Noram or Ausam or through the Executive’s involvement with Noram; or (ii) is or becomes public knowledge through no fault of the Executive; or (iii) is disclosed by Noram to other persons without any restriction on its use or disclosure; or (iv) is or becomes lawfully available to the Executive from a source other than Noram or Ausam, which source is legally permitted to disclose such information and is not under confidentiality restrictions. 5.3 As a material inducement to Noram to employ the Executive and to pay to the Executive compensation for such services to be rendered to Noram by the Executive, the Executive agrees that the Executive shall not, except with the prior written consent of Noram, or except if the Executive is acting as an employee of Noram solely for the benefit of Noram in connection with Noram’s business and in accordance with Noram’s business practices and employment policies, at any time during or following the term of the Executive’s employment by Noram, directly or indirectly, disclose, reveal, report, publish, transfer or use for any purpose any of the Confidential Information which has been obtained or disclosed to Executive as a result of the Executive’s employment by Noram. 5.4 Disclosure of any Confidential Information of Noram shall not be prohibited if the disclosure is directly pursuant to a valid and existing order of a duly authorized court or other governmental body or agency; provided, however, that the Executive shall give prompt notice to Noram of any possible or prospective order (or proceeding pursuant to which any order may result) requiring such disclosure so that Noram shall have a reasonable opportunity to contest or limit any disclosure. 5.5 All documents (paper or electronic) or other tangible things that contain, reflect or refer to Confidential Information shall be returned by Executive to Noram upon termination of Executive’s employment, regardless of the reason or circumstances of such termination. Executive’s return of such information and things, as well as any other property belonging to Noram or Ausam, shall be a pre-condition to payment of any sums or provision of any benefits to Executive under the termination provisions of this Agreement.
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Samples: Executive Employment Agreement (Ausam Energy Corp), Executive Employment Agreement (Ausam Energy Corp)
Non-Disclosure; Confidentiality. 5.1 The Executive acknowledges that, as a result of the Executive’s employment by Noram, the Executive shall be making use of or acquiring information about certain matters and things which are confidential to Noram or Ausam and which information is the exclusive property of Noram or Ausam or a third party with whom Noram or Ausam does business or has pursued prospective business, including all confidential information acquired by or made available to the Executive by Noram, Ausam or their representatives, which shall include trade secrets, offering memoranda, financial information, plans, engineering reports, environmental reports, legal opinions, names of shareholders, private investors, joint venture partners and limited partners, geological information, land and lease information, well data, project data, seismic information, gas, liquids or products processing, and marketing terms and arrangements or other such information as may be material to Noram or Ausam, which information is or may be either applicable to or related in any way to the assets, business or affairs of Noram or Ausam, together with all analyses, compilations, notes, data, studies or other material documents or copies thereof prepared by or for Noram or Ausam (collectively, the “Confidential Information”).
5.2 Confidential Information shall not include any information that (i) was in the possession of or known to the Executive, without any obligation to keep it confidential, before it was disclosed to the Executive by Noram or Ausam or through the Executive’s involvement with Noram; or (ii) is or becomes public knowledge through no fault of the Executive; or (iii) is disclosed by Noram to other persons without any restriction on its use or disclosure; or (iv) is or becomes lawfully available to the Executive from a source other than Noram or Ausam, which source is legally permitted to disclose such information and is not under confidentiality restrictions. 5.3 As a material inducement to Noram to employ the Executive and to pay to the Executive compensation for such services to be rendered to Noram by the Executive, the Executive agrees that the Executive shall not, except with the prior written consent of Noram, or except if the Executive is acting as an employee of Noram solely for the benefit of Noram in connection with Noram’s business and in accordance with Noram’s business practices and employment policies, at any time during or following the term of the Executive’s employment by Noram, directly or indirectly, disclose, reveal, report, publish, transfer or use for any purpose any of the Confidential Information which has been obtained or disclosed to Executive as a result of the Executive’s employment by Noram.
5.4 Disclosure of any Confidential Information of Noram shall not be prohibited if the disclosure is directly pursuant to a valid and existing order of a duly authorized court or other governmental body or agency; provided, however, that the Executive shall give prompt notice to Noram of any possible or prospective order (or proceeding pursuant to which any order may result) requiring such disclosure so that Noram shall have a reasonable opportunity to contest or limit any disclosure.
5.5 All documents (paper or electronic) or other tangible things that contain, reflect or refer to Confidential Information shall be returned by Executive to Noram upon termination of Executive’s employment, regardless of the reason or circumstances of such termination. Executive’s return of such information and things, as well as any other property belonging to Noram or Ausam, shall be a pre-condition to payment of any sums or provision of any benefits to Executive under the termination provisions of this Agreement.
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Non-Disclosure; Confidentiality. 5.1 The Executive acknowledges that, as a result of the Executive’s employment by NoramAusam, the Executive shall be making use of or acquiring information about certain matters and things which are confidential to Noram or Ausam and which information is the exclusive property of Noram or Ausam or a third party with whom Noram or Ausam does business or has pursued prospective businessAusam, including all confidential information acquired by or made available to the Executive by Noram, Ausam or their its representatives, which shall include trade secrets, offering memoranda, financial information, plans, engineering reports, environmental reports, legal opinions, names of shareholders, private investors, joint venture partners and limited partners, geological information, land and lease information, well data, project data, seismic information, gas, liquids or products processing, information and gas processing and marketing terms and arrangements or other such information material as may be maybe material to Noram or Ausam, which information is or may be either applicable to or related in any way to the assets, business or affairs of Noram or Ausam, together with all analyses, compilations, notes, data, studies or other material documents or copies thereof prepared by or for Noram or on behalf of Ausam (collectively, the “Confidential Information”).
5.2 Confidential Information shall not include any information that (i) was in the possession of or known to the Executive, without any obligation to keep it confidential, before it was disclosed to the Executive by Noram or Ausam or through the Executive’s involvement with NoramAusam; or (ii) is or becomes public knowledge through no fault of the Executive; or (iii) is disclosed by Noram Ausam to other persons another person without any restriction on its use or disclosure; or (iv) is or becomes lawfully available to the Executive from a source other than Noram or Ausam, which source source, to the best of the Executive’s knowledge, is legally permitted to disclose such information and is not under confidentiality restrictions. .
5.3 As a material inducement to Noram Ausam to employ the Executive and to pay to the Executive compensation for such services to be rendered to Noram Ausam by the Executive, the Executive agrees that the Executive shall not, except with the prior written consent of NoramAusam, or except if the Executive is acting as an employee of Noram Ausam solely for the benefit of Noram Ausam in connection with NoramAusam’s business and in accordance with NoramAusam’s business practices and employment policies, at any time during or following the term of the Executive’s employment by Noram, directly or indirectly, disclose, reveal, report, publish, transfer or use for any purpose any of the Confidential Information which has been obtained or disclosed to Executive as a result of the Executive’s employment by Noram.
5.4 Disclosure of any Confidential Information of Noram shall not be prohibited if the disclosure is directly pursuant to a valid and existing order of a duly authorized court or other governmental body or agency; provided, however, that the Executive shall give prompt notice to Noram of any possible or prospective order (or proceeding pursuant to which any order may result) requiring such disclosure so that Noram shall have a reasonable opportunity to contest or limit any disclosure.
5.5 All documents (paper or electronic) or other tangible things that contain, reflect or refer to Confidential Information shall be returned by Executive to Noram upon termination of Executive’s employment, regardless of the reason or circumstances of such termination. Executive’s return of such information and things, as well as any other property belonging to Noram or Ausam, shall be a pre-condition to payment of any sums or provision of any benefits to Executive under the termination provisions of this Agreement.the
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Non-Disclosure; Confidentiality. 5.1 The Executive acknowledges that, as a result of the Executive’s employment by Noram, the Executive shall be making use of or acquiring information about certain matters and things which are confidential to Noram or Ausam and which information is the exclusive property of Noram or Ausam or a third party with whom Noram or Ausam does business or has pursued prospective business, including all confidential information acquired by or made available to the Executive by Noram, Ausam or their representatives, which shall include trade secrets, offering memoranda, financial information, plans, engineering reports, environmental reports, legal opinions, names of shareholders, private investors, joint venture partners and limited partners, geological information, land and lease information, well data, project data, seismic information, gas, liquids or products processing, and marketing terms and arrangements or other such information as may be material to Noram or Ausam, which information is or may be either applicable to or related in any way to the assets, business or affairs of Noram or Ausam, together with all analyses, compilations, notes, data, studies or other material documents or copies thereof prepared by or for Noram or Ausam (collectively, the “Confidential Information”).
5.2 Confidential Information shall not include any information that (i) was in the possession of or known to the Executive, without any obligation to keep it confidential, before it was disclosed to the Executive by Noram or Ausam or through the Executive’s involvement with Noram; or (ii) is or becomes public knowledge through no fault of the Executive; or (iii) is disclosed by Noram to other persons without any restriction on its use or disclosure; or (iv) is or becomes lawfully available to the Executive from a source other than Noram or Ausam, which source is legally permitted to disclose such information and is not under confidentiality restrictions. 5.3 As a material inducement to Noram to employ the Executive and to pay to the Executive compensation for such services to be rendered to Noram by the Executive, the Executive agrees that the Executive shall not, except with the prior written consent of Noram, or except if the Executive is acting as an employee of Noram solely for the benefit of Noram in connection with Noram’s business and in accordance with Noram’s business practices and employment policies, at any time during or following the term of the Executive’s employment by Noram, directly or indirectly, disclose, reveal, report, publish, transfer or use for any purpose any of the Confidential Information which has been obtained or disclosed to Executive as a result of the Executive’s employment by Noram.
5.4 Disclosure of any Confidential Information of Noram shall not be prohibited if the disclosure is directly pursuant to a valid and existing order of a duly authorized court or other governmental body or agency; provided, however, that the Executive shall give prompt notice to Noram of any possible or prospective order (or proceeding pursuant to which any order may result) requiring such disclosure so that Noram shall have a reasonable opportunity to contest or limit any disclosure.
5.5 All documents (paper or electronic) or other tangible things that contain, reflect or refer to Confidential Information shall be returned by Executive to Noram upon termination of Executive’s employment, regardless of the reason or circumstances of such termination. Executive’s return of such information and things, as well as any other property belonging to Noram or Ausam, shall be a pre-condition to payment of any sums or provision of any benefits to Executive under the termination provisions of this Agreement.
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Non-Disclosure; Confidentiality. 5.1 The Executive acknowledges thatI have received or will receive Confidential Information regarding Intrepid’s products, as services and customers and will keep Confidential Information confidential and never directly or indirectly disclose it to anyone else, except with Intrepid’s consent, in accordance with Intrepid’s policies and procedures, or pursuant to a result subpoena, order, or request issued by a court of the Executivecompetent jurisdiction or by judicial, administrative, legislative, or regulatory body or committee. “Confidential Information” means any information not generally known which Intrepid considers proprietary regarding Intrepid’s employment by Norambusiness, the Executive shall be making use products, operations, finances, or customers, including products, know-how, prices, pricing methodology, research, development, manufacturing processes, purchasing, accounting, engineering, and other designs, parameters, standards, methods, reports, analysis, marketing, merchandizing or selling, and any summaries, derivations or analysis of each, whether in written, electronic, oral or acquiring information about certain matters and things which are confidential to Noram or Ausam and which information other form. I agree that all Confidential Information is the exclusive property of Noram Intrepid; immediately after my termination from Intrepid (voluntary or Ausam otherwise), I agree to return all Confidential Information to Intrepid. This agreement not to disclose or use Confidential Information means, among other things, that I may not take or perform a third party with whom Noram job whose responsibilities would likely lead me to disclose or Ausam does business or has pursued prospective businessuse Confidential Information because that would likely result in irreparable injury to Intrepid. If a court determines that this provision is too broad, including all confidential information acquired by or made available I and Intrepid agree that the court shall modify the provision to the Executive by Noram, Ausam extent (but not more than is) necessary to make the provision enforceable. I further agree that during my employment with Intrepid I will not disclose or their representatives, which shall include trade secrets, offering memoranda, financial information, plans, engineering reports, environmental reports, legal opinions, names of shareholders, private investors, joint venture partners and limited partners, geological information, land and lease information, well data, project data, seismic information, gas, liquids or products processing, and marketing terms and arrangements or other such information as may be material to Noram or Ausam, which information is or may be either applicable to or related in any way to the assets, business or affairs of Noram or Ausam, together with all analyses, compilations, notes, data, studies or other material documents or copies thereof prepared by or for Noram or Ausam (collectively, the “Confidential Information”).
5.2 Confidential Information shall not include any information that (i) was in the possession of or known to the Executive, without any obligation to keep it confidential, before it was disclosed to the Executive by Noram or Ausam or through the Executive’s involvement with Noram; or (ii) is or becomes public knowledge through no fault of the Executive; or (iii) is disclosed by Noram to other persons without any restriction on its use or disclosure; or (iv) is or becomes lawfully available to the Executive from a source other than Noram or Ausam, which source is legally permitted to disclose such information and is not under confidentiality restrictions. 5.3 As a material inducement to Noram to employ the Executive and to pay to the Executive compensation for such services to be rendered to Noram by the Executive, the Executive agrees that the Executive shall not, except with the prior written consent of Noram, or except if the Executive is acting as an employee of Noram solely for the benefit of Noram in connection with Noram’s business and in accordance with Noram’s business practices and employment policies, at Intrepid or any time during other person or following the term of the Executive’s employment by Noram, directly entity any confidential or indirectly, disclose, reveal, report, publish, transfer or use for trade secret information belonging to any purpose any of the Confidential Information which has been obtained or disclosed to Executive as a result of the Executive’s employment by Noram.
5.4 Disclosure of any Confidential Information of Noram shall not be prohibited if the disclosure is directly pursuant to a valid and existing order of a duly authorized court former employer or other governmental body person or agency; providedentity to whom I may owe a duty of confidence or nondisclosure. Nothing in this paragraph is intended to limit my obligations under the law, howevercourt order, that the Executive shall give prompt notice to Noram of any possible subpoena, legitimate government inquiry or prospective order (or proceeding pursuant to which any order may result) requiring such disclosure so that Noram shall have a reasonable opportunity to contest or limit any disclosure.
5.5 All documents (paper or electronic) or other tangible things that contain, reflect or refer to Confidential Information shall be returned by Executive to Noram upon termination of Executive’s employment, regardless of the reason or circumstances of such termination. Executive’s return of such information and things, as well as any other property belonging to Noram confidentiality or Ausam, shall be a prenon-condition to payment of any sums or provision of any benefits to Executive under the termination provisions of this Agreementdisclosure document signed by me.
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