Nondisclosure of Confidential Information and Trade Secrets Sample Clauses

Nondisclosure of Confidential Information and Trade Secrets. Employee shall not disclose, either directly or indirectly, any Confidential Information or Trade Secrets to any other person or otherwise use such Confidential Information or Trade Secrets for any purpose except in connection with his employment with the Employer. For purposes of the foregoing, the term "Trade Secret" has the meaning ascribed thereto in Section 688.002(4), Florida Statutes, or any revision or successor thereto, and the term "Confidential Information" means any technical or nontechnical data, formula, pattern, compilation, program, devise, method, technique, drawing, process, know-how, financial data, financial plan, marketing plan, expansion plan, cost analysis, list of suppliers, customers or their employees, or other proprietary information which is secret and confidential and is not readily and legally available to the public from sources other than Employer.
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Nondisclosure of Confidential Information and Trade Secrets. The Executive agrees that he will not, either during the term of employment under this Agreement or thereafter, disclose to any other person or entity any confidential information or trade secret of the Company or its subsidiaries, except for disclosures to directors, officers, key employees, independent accountants and counsel of the Company and its subsidiaries as may be necessary or appropriate in the performance of his duties hereunder. The Executive agrees not to take with him upon leaving the employ of the Company any document or paper relating to any confidential information or trade secret of the Company and its subsidiaries.
Nondisclosure of Confidential Information and Trade Secrets. Director shall not, during the Term or after the termination of this Agreement, divulge, furnish, make accessible to, or use for the benefit of Director, independently, or any third party, any information, trade secrets, technical data or know-how relating to the business, business practices, methods, marketing strategies, financial information, pricing policies, customers, customer information, customer lists, products, processes, equipment or other confidential or proprietary aspect of the business of Company and/or any subsidiary or affiliate, and including all proprietary and confidential information of any customer or other party received by Company, except as may be required in good faith in the course of Director’s engagement with Company or by law, without the prior written consent of Company, unless such information is already known by Director prior to the date of engagement or shall become public knowledge (other than by reason of Director’s breach of this provision). Director acknowledges and agrees that all trading strategies, policies and operating procedures of the Company (whether developed by Director or other employees or contractors of the Company) constitute the confidential information of the Company.
Nondisclosure of Confidential Information and Trade Secrets. During the term of this Agreement, Employee will have access to and become familiar with various trade secrets, consisting of formulas, compilations of information, records and other information owned by Employer and regularly used in the operation of the business of Employer. Employee must not disclose any such trade secrets, directly or indirectly, nor use them in any way, either during the term of this Agreement or for a term of one (1) year from the date this Agreement expires or is terminated, except as required in the course of his employment with Employer; provided, however, that the prohibition provided in this clause shall not apply to any such information or knowledge thereof that is otherwise common knowledge in the new automobile dealership industry.
Nondisclosure of Confidential Information and Trade Secrets. The parties hereto acknowledge that during the period in which Employee is employed by the Employer (the “Employment Period”), Employee shall use, receive, have access to, conceive or develop Confidential Information (as defined in Section 2(b) below) and Trade Secrets (as defined in Section 2(c) below). Employee covenants and agrees that during the Employment Period and at all times thereafter he or she shall not, except with the prior written consent of the Company, which consent shall be granted or denied at the Company’s sole and absolute discretion, or except if acting solely for the benefit of the Company in connection with the Company’s business and in accordance with the Company’s business practices and policies, at any time, disclose, divulge, report download, transmit, store, transfer or use, for any purposes whatsoever, any such Confidential Information and Trade Secrets. Employee recognizes that such Confidential Information and Trade Secrets represent a valuable asset of the Company and are required to ensure the effective and successful conduct of the Company’s business.
Nondisclosure of Confidential Information and Trade Secrets. For the Applicable Period as defined below, Employee shall not disclose, either directly or indirectly, any Confidential Information or Trade Secrets to any other person or otherwise use such Confidential Information or Trade Secrets for any purpose. For purposes of the foregoing, the term Trade Secret has the meaning ascribed thereto in Section 688.002(4), Florida Statutes, or any revision or successor thereto, and Confidential Information means any technical or nontechnical data, formula, pattern, compilation, program, device, method, technique, drawing, process, know-how, financial data, financial plan, marketing plan, expansion plan, cost analysis, list of suppliers or employees, or other proprietary information which is proprietary, secret and confidential and is not readily and legally available to the public from sources other than the Employer which is not classified as a Trade Secret. The term "Applicable Period" shall mean five years with respect to disclosure of Confidential Information, and the period during which a claim may be brought under Chapter 688, Florida Statutes, or any revision or successor thereto with respect to disclosure of Trade Secrets.
Nondisclosure of Confidential Information and Trade Secrets. The Director shall not, during the term or after the termination of this Agreement, divulge, furnish, make accessible to, or use for the benefit of the Director, independently, or any third party, any information, trade secrets, technical data or know-how relating to the business, business practices, methods, marketing strategies, financial information, pricing policies, customers, customer information, customer lists, products, processes, equipment or other confidential or proprietary aspect of the business of Company and/or any subsidiary or affiliate, and including all proprietary and confidential information of any customer or other party received by Company, except as may be required in good faith in the course of the Director’s engagement with Company or by law, without the prior written consent of Company, unless such information is already known by the Director prior to the date of engagement or shall become public knowledge (other than by reason of the Director’s breach of this provision). The Director acknowledges and agrees that all policies and operating procedures of the Company (whether developed by the Director or other employees or contractors of the Company) constitute the confidential information of the Company.
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Nondisclosure of Confidential Information and Trade Secrets. During Employee's employment and for a period of one year after the tennination of Employee's employment by either party and for any reason, Employee shall not directly or indirectly transmit or disclose any Trade Secrets or Confidential Infonnation to any person or entity, or make use of any such Trade Secrets or Confidential Information, directly or indirectly, for himself or for others, without the prior express written consent of the Company, except pursuant to the good faith perfonnance of Employee's duties under this Agreement. Trade Secrets protected by the Uniform Trade Secrets Act or other applicable federal, state or local law shall not lose this protection at the end of the one-year period but shall remain protected from use or disclosure for so long as they remain Trade Secrets.
Nondisclosure of Confidential Information and Trade Secrets. During Executive’s employment hereunder and for a period of two (2) years after Executive’s employment with Company terminates for any reason, Executive shall not directly or indirectly transmit or disclose any Confidential Information to any person, concern or entity, or make use of any such Confidential Information, directly or indirectly, for himself or for others, without the prior express written consent of the General Counsel of Company, unless compelled to do so by a valid subpoena or other order of a court of competent jurisdiction. During Executive’s employment hereunder and perpetually thereafter, for so long as the information remains a Trade Secret, Executive shall not directly or indirectly transmit or disclose any Trade Secrets to any person, concern or entity, or make use of any such Trade Secrets, directly or indirectly, for himself or for others, without the prior express written consent of the General Counsel of Company, unless compelled to do so by a valid subpoena or other order of a court of competent jurisdiction. Executive warrants that he has not disclosed or used for his own benefit or the benefit of anyone other than Company any Confidential Information or Trade Secrets prior to the execution of this Agreement. Nothing in this provision shall be construed to limit any right, remedy, or relief to which Company may be entitled under the Illinois Trade Secrets Act or any other local, state or federal law.
Nondisclosure of Confidential Information and Trade Secrets. Except as and to the extent required by law, each of the Shareholders hereby agrees that he or she will not, either during the Non-Compete Period or any period thereafter, directly, indirectly or otherwise, disclose, publish, make available to, or use for his or her own benefit or the benefit of any Person (other than the Parent or the Acquiror) for any reason or purpose whatsoever, any Company Proprietary Information. For purposes of this Section 7.8, "Company Proprietary Information" shall mean all trade secrets and other confidential and proprietary information relating to the Parent, the Target and each of their affiliates, to which the Shareholders have access or knowledge, including technical, manufacturing or marketing information, ideas, methods, developments, inventions, improvements, business plans, trade secrets, scientific or statistical data, diagrams, drawings, specifications or other proprietary information relating thereto, together with all analyses, compilations, studies or other documents, records or data prepared by the Shareholders, the Target, or the Parent, as the case may be, or their respective Representatives or Affiliates, which contain or otherwise reflect or are generated from such information; provided that Company Proprietary Information shall not include any information that is or becomes generally available to the public other than as a result of a disclosure by any Shareholder or its Representatives. Each Shareholder also agrees that, upon termination of his or her employment with the Surviving Corporation, all Confidential Information in his or her possession that is in written or other tangible form (together with all copies or duplicates thereof, including computer files) shall be returned promptly to the Surviving Corporation and shall not be retained by such Shareholder or furnished to any third party, in any form, including, without limitation, any document, record, notebook, computer program or similar repository of or containing any such Confidential Information, except as provided herein. The parties hereto stipulate and agree that the foregoing matters are important, material and confidential proprietary information and trade secrets that affect the successful conduct of the business of the Surviving Corporation (and any successor or assignee of the Surviving Corporation).
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