Nondisclosure Covenants. (a) In connection with this Agreement, each party (the “Disclosing Party”) may furnish to the other party (the “Receiving Party”) or its Representatives certain Confidential Information. For a period of three years from the date of termination or expiration of this Agreement, the Receiving Party (i) shall maintain as confidential all Confidential Information disclosed to it by the Disclosing Party during the term of this Agreement, (ii) shall not, directly or indirectly, disclose any such Confidential Information to any Person other than those Representatives of the Receiving Party whose duties justify the need to know such Confidential Information and then only after each Representative has agreed to be bound by the provisions of this Confidentiality Agreement and clearly understands his or her obligation to protect the confidentiality of such Confidential Information and to restrict the use of such Confidential Information and (iii) shall treat such Confidential Information with the same degree of care as it treats its own Confidential Information (but in no case with less than a reasonable degree of care).
Nondisclosure Covenants. (a) In connection with this Agreement, each Party (the “Disclosing Party”) may furnish to the other Party (the “Receiving Party”) or its Representatives certain Confidential Information. For the term of this Agreement and for a period of five (5) years from the date of the termination of this Agreement, the Receiving Party (a) shall maintain as confidential all Confidential Information disclosed to it by the Disclosing Party, (b) shall not, directly or indirectly, disclose any such Confidential Information to any Person other than (i) those Representatives of the Receiving Party whose duties justify the need to know such Confidential Information and then only after each Representative has agreed to be bound by this Confidentiality Agreement and clearly understands his or her obligation to protect the confidentiality of such Confidential Information and to restrict the use of such Confidential Information or (ii) if SANMINA-SCI is the Receiving Party, a third party Vendor for the purpose of obtaining price quotations, provided that SANMINA-SCI shall cause the Vendor to agree to this Confidentiality Agreement and protect the confidentiality of such Confidential Information and to restrict the use of such Confidential Information, and (c) shall treat such Confidential Information with the same degree of care as it treats its own Confidential Information (but in no case with less than a reasonable degree of care). Rev 2/10/09 CONFIDENTIAL [***] Confidential portions of the exhibit have been omitted and filed separately with the Securities and Exchange Commission.
Nondisclosure Covenants. (a) In connection with this Agreement, each Party (the "Disclosing Party") may furnish to the other Party (the "Receiving Party") or its Representatives certain Confidential Information. For a period of three (3) years from the date of the last disclosure under this Agreement, the Receiving Party (a) shall maintain as confidential all Confidential Information disclosed to it by the Disclosing Party, (b) shall not, directly or indirectly, disclose any such Confidential Information to any Person other than (i) those Representatives of the Receiving Party whose duties justify the need to know such Confidential Information and then only after each Representative has agreed to be bound by this Confidentiality Agreement and clearly understands his or her obligation to protect the confidentiality of such Confidential Information and to restrict the use of such Confidential Information or (ii) if SANMINA-SCI is the Receiving Party, a third party Vendor for the purpose of obtaining price quotations and (c) shall treat such Confidential Information with the same degree of care as it treats its own Confidential Information (but in no case with less than a reasonable degree of care).
Nondisclosure Covenants. 5.1 As a significant inducement to Employer to employ Employee and to perform its obligations under this Agreement, Employee hereby agrees that he will not, directly or indirectly, during the term of this Agreement and for the period set forth in section 5.2 below, own an interest in or be employed by, act as a consultant to, or otherwise participate, associate, or engage in, an entity, organization, or business venture of any kind other than services to public and private sector communication systems operators, or high-speed mobile wireless data access to corporate networks and the Internet using wireless modems (other than the de minimis ownership amounts permitted pursuant to Section 2.3 hereof). Without limiting the foregoing, Employee also agrees that he will not, while employed by Employer to terminate or modify such relationship to Employer's detriment or to form a relationship with any other person or entity other than the Employer, call on or otherwise solicit business from any of the customers of Employer which, at the time of termination of his employment, were listed (or ought to have been listed) in the Employer's records, in respect of any service or product that competes directly or indirectly with any service or product provided or marketed by or actually under development or active consideration by Employer at the time of Employee's termination.
Nondisclosure Covenants. During the term of this Agreement, the Executive will have access to and become familiar with various trade secrets and other sensitive information belonging to the NCCI Group consisting of, but not limited to, processes, computer programs, compilations of information, records, sales procedures, customer requirements, pricing techniques, customer lists, technical data, know-how, market reports, consumer investigations, methods of doing business and other confidential information (collectively, the "Confidential Information"), which are acquired, developed and used by the NCCI Group and regularly used in the operation of its business. The Executive acknowledges and agrees that all Confidential Information is and shall remain the property of the NCCI Group. The Executive further agrees that he shall not use in any way or disclose any of the Confidential Information, directly or indirectly, either during the term of this Agreement or at any time thereafter, except as required in the course of his employment under this Agreement or to the extent such Confidential Information is publicly known. All files, records, documents, information, data, and similar items relating to the business of the NCCI Group, whether prepared by the Executive or otherwise coming into his possession, shall remain the exclusive property of NCCI and shall not be removed from the premises of the NCCI Group under any circumstances without the prior written consent of the NCCI Board (except in the ordinary course of business during the Executive's period of active employment under this Agreement), and in any event shall be promptly delivered to NCCI (without the Executive retaining any copies) upon termination of this Agreement.
Nondisclosure Covenants. Except as permitted or directed by Company, neither Consultant nor its principals or agents shall, during the term of Consultant's retention or thereafter divulge, furnish or make accessible to anyone or use in any way any confidential, trade secret or proprietary information of Company which Consultant has acquired or become acquainted with during any period of the retention of the Consultant by Company, whether developed by the Consultant or by others. The Consultant acknowledges that the above-described knowledge or information constitutes a unique and valuable asset of Company and represents a substantial investment by Company, and that any disclosure or other use of such knowledge or information, other than for the sole benefit of Company, would be wrongful and would cause irreparable harm to Company. The Consultant will refrain from any acts or omissions that would reduce the value of such knowledge or information to Company. The foregoing obligations of confidentiality shall not apply to any knowledge or information the entirety of which is now published or subsequently becomes generally publicly known, other than as a direct or indirect result of the breach of this Agreement by the Consultant or a breach of a confidentiality obligation owed to Company by any third party. Consultant further agrees that upon completion or termination of this Agreement, Consultant will turn over to Company or make such disposition thereof as may be directed or approved by Company, any notebook, data, information or other material acquired or compiled by Consultant in carrying out the terms of this Agreement.
Nondisclosure Covenants. At all times after the date hereof, except with Buyer’s prior written consent, or except in connection with the proper performance of services for Buyer, Seller and the Shareholder shall not, directly or indirectly, in any capacity:
Nondisclosure Covenants. At all times after the date of this Agreement, for an indefinite period of time, except with NCO's prior written consent, Principal shall not, directly or indirectly, in any capacity, communicate, publish or otherwise disclose to any Person, or use for the benefit of any Person, any confidential or proprietary property, knowledge or information of the NCO Companies, no matter when or how such knowledge or information was obtained, including without limitation (a) any information concerning the Specified Assets (as defined in the Acquisition Agreement) or the conduct and details of the Accounts Receivable Collection Business; (b) the identity of customers and prospects, their specific requirements, and the names, addresses and telephone numbers of individual contacts at customers and prospects; (c) prices, renewal dates and other detailed terms of customer and supplier Contracts and proposals; (d) pricing policies, marketing and sales strategies, methods of delivering products and services, and products and service development projects and strategies; (e) employment and payroll records; (f) forecasts, budgets and other nonpublic financial information; and (g) expansion plans, management policies, methods of operation, and other business strategies and policies.
Nondisclosure Covenants. At all times after the date hereof, except with the Employer's prior written consent, or except in connection with the proper performance of services for and as an employee of the Employer, Executive shall not, directly or indirectly, in any capacity:
Nondisclosure Covenants. The Employee, during the Term of Employment under this Agreement, shall have access to and become familiar with various trade secrets consisting of, but not limited to, processes, computer programs, compilations of information, records, sales procedures, customer requirements, pricing techniques, customer lists, methods of doing business and other confidential information (collectively referred to as the "Trade Secrets"), which are owned by Employer and regularly used in the operation of its business. Employee shall not use in any way or disclose any of the Trade Secrets, directly or indirectly, either during the term of the Agreement or at any time thereafter, except as required in the course of their employment under this Agreement. All files, records, documents, information, data, and similar items relating to the business of Employer, whether prepared by Employee or otherwise coming into their possession, shall remain the exclusive property of the Employer and shall not be removed from the premises of the Employer under any circumstance without the prior written consent of an authorized officer of the Employer (except in the ordinary course of business during Employee's period of active employment under this Agreement), and in any event shall be promptly delivered to the Employer (without Employee retaining any copies) upon termination of the Agreement. Employment Agreement by and Between One Up and Rick Xxxxxxx
