Common use of Nonuse and Nondisclosure Clause in Contracts

Nonuse and Nondisclosure. I agree that during and after my employment with the Company, I will hold in the strictest confidence, and take all reasonable precautions to prevent any unauthorized use or disclosure of Company Confidential Information, and I will not (i) use the Company Confidential Information for any purpose whatsoever other than for the benefit of the Company in the course of my employment, or (ii) disclose the Company Confidential Information to any third party without the prior written authorization of the President, CEO, or the Board of Directors of the Company. Prior to disclosure when compelled by applicable law; I shall provide written notice to the President, CEO, and General Counsel of LogicBio sufficient to allow the Company to seek a protective order or take other steps necessary to protect such Confidential Information. I agree that I obtain no title to any Company Confidential Information, and that as between the Company and myself, the Company retains all Confidential Information as the sole property of LogicBio. I understand that my unauthorized use or disclosure of Company Confidential Information during my employment may lead to disciplinary action, up to and including immediate termination and legal action by the Company. I understand that my obligations under this Section 2.B shall continue after termination of my employment. I understand that I cannot be held criminally or civilly liable under any federal or state trade secret law for disclosing a trade secret (a) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law, including but not limited to “whistleblower” statutes or other similar provisions that protect such disclosure, or (b) in a complaint or other document filed under seal in a lawsuit or other proceeding. Notwithstanding this immunity from liability, I understand that I may be held liable if I unlawfully access trade secrets by unauthorized means.

Nonuse and Nondisclosure. I agree Consultant agrees that during and after my employment with for a period of ten (10) years from the Companytermination of this Agreement, I Consultant will hold in strict confidence and not disclose to any third party any Confidential Information, except as approved in writing by Company; provided, however, that Consultant shall not be obligated to treat as confidential, any Confidential Information that Consultant can prove through written documentation that (i) is known or made available to the strictest confidencepublic or otherwise is in the public domain at the time of disclosure by Company to Consultant, (ii) becomes part of the public domain after disclosure by Company to Consultant by any means except through breach of this Agreement by Consultant, or by a third party under an obligation of confidentiality to Company, or (iii) has been otherwise known by Consultant prior to communication by Company to Consultant of such information. (a) Consultant shall not use any Confidential Information provided to Consultant for any reason or purpose other than the performance of Services on behalf of Company, and shall make no other use of the Confidential Information. Consultant agrees that, as between Company and Consultant, all Confidential Information will remain the sole property of Company. Consultant also agrees to take all necessary and reasonable precautions to prevent any unauthorized use or disclosure of Company such Confidential Information. Without Company’s prior written approval, Consultant may disclose the existence, but not the terms, of this Agreement to third parties. Confidential Page 1 Form Modified September 2020 (b) In the event a court or governmental agency legally compels Consultant to disclose Confidential Information, and I will not (i) use the Consultant shall promptly inform Company Confidential Information for any purpose whatsoever other than for the benefit of the compelled disclosure, so that Company in the course of my employment, or (ii) disclose the Company Confidential Information to any third party without the prior written authorization of the President, CEO, or the Board of Directors of the Company. Prior to disclosure when compelled by applicable law; I shall provide written notice to the President, CEO, and General Counsel of LogicBio sufficient to allow the Company to may seek a protective order or take other steps necessary remedy, and Consultant agrees to protect such Confidential Informationcooperate with Company in any proceeding to obtain a protective order or other remedy. I agree that I obtain no title If, in the absence of a protective order or other remedy, Consultant is nonetheless, in the opinion of Consultant’s legal counsel, compelled to any Company disclose Confidential Information, and Consultant may disclose only that as between portion of the Company and myself, the Company retains all Confidential Information as that such counsel advises Consultant is legally required to be disclosed. In such an event, Consultant shall give to Company written notice of the sole property of LogicBio. I understand that my unauthorized use or disclosure of Company Confidential Information during my employment may lead to disciplinary actionbe disclosed as far in advance of its disclosure as is practicable and, up upon Company’s request, Consultant shall use reasonable commercial efforts to and including immediate termination and legal action by the Company. I understand obtain assurances that my obligations under this Section 2.B shall continue after termination of my employment. I understand that I cannot confidential treatment will be held criminally or civilly liable under any federal or state trade secret law for disclosing a trade secret (a) in confidence accorded to a federal, state, or local government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law, including but not limited to “whistleblower” statutes or other similar provisions that protect such disclosure, or (b) in a complaint or other document filed under seal in a lawsuit or other proceeding. Notwithstanding this immunity from liability, I understand that I may be held liable if I unlawfully access trade secrets by unauthorized meansinformation.

Nonuse and Nondisclosure. I agree that during and after my employment with the Company, I will hold in the strictest confidence, and take all reasonable precautions to prevent any unauthorized use or disclosure of Company Confidential Information, and I will not (i) use the Company Confidential Information for any purpose whatsoever other than for the benefit of the Company in the course of my employmentemployment with the Company, or (ii) disclose the Company Confidential Information to any third party without other than in the prior written authorization good faith of my performance of my duties for the President, CEO, or Company in the Board course of Directors of my employment with the Company. Prior In the event I am requested or required pursuant to disclosure when compelled any legal, governmental, or investigatory proceeding or process or otherwise to disclose any Confidential Information, unless otherwise prohibited by applicable law; , I shall provide prior written notice to the President, CEO, and General Counsel of LogicBio sufficient to allow the Company to seek a protective order or take other steps necessary to protect such Confidential InformationCompany. I agree that I obtain no title to any Company Confidential Information, and that as between the Company and myself, the Company retains all Confidential Information as the its sole property of LogicBioproperty. I understand that my unauthorized use or disclosure of Company the Company’s Confidential Information during my employment may lead to disciplinary action, up to and including immediate termination and legal action by the Company. I understand that my obligations under this Section 2.B 2 are in addition to and not in lieu of any other obligations I may have to protect Confidential Information (including, but not limited to, obligations arising under the Company’s policies, ethical rules, and applicable law), and that such obligations shall continue after termination of my employment. Notwithstanding the foregoing, I understand that I canthat, under the Defend Trade Secrets Act of 2016 (18 U.S.C. § 1832), my obligation under this Section 2 to maintain in confidence the Company’s Confidential Information does not be held criminally or civilly liable under extend to my disclosure of any federal or state trade secret law for disclosing such Confidential Information comprising a trade secret that (aA) 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, including but not limited to “whistleblower” statutes or other similar provisions that protect such disclosure, ; or (bB) is made in a complaint or other document filed under seal in a lawsuit or other proceeding. Notwithstanding this immunity from liability, I understand that I may be held liable if I unlawfully access trade secrets by unauthorized meanssuch filing is made under seal.

Nonuse and Nondisclosure. I agree that during and after my employment with the Company, I will hold in the strictest confidence, and take all reasonable precautions to prevent any unauthorized use or disclosure of Company Confidential Information, and I will not (i) use the Company Confidential Information for any purpose whatsoever other than for the benefit of the Company in the course of my employment, or (ii) disclose the Company Confidential Information to any third party without the prior written authorization of the President, CEO, or the Board of Directors of the Company. Prior to disclosure when When compelled by applicable law; law or by a court of competent jurisdiction or a government or quasi-government agency to make disclosure any Company Confidential Information, I shall shall, prior to making such disclosure, provide prior written notice to the President, CEO, and General Counsel of LogicBio the Company. (as applicable), sufficient to allow enable the Company to seek a protective order act to prevent or take other steps necessary to protect limit such Confidential Informationdisclosure. I agree that I obtain no title to any Company Confidential Information, and that as between the Company and myself, the Company retains all Confidential Information as the sole property of LogicBio. the Company I understand that my unauthorized use or disclosure of Company Confidential Information during my employment may lead to disciplinary action, up to and including immediate termination and legal action by the Company. I understand that my obligations under this Section 2.B shall continue after termination of my employment. I understand that I cannot be held criminally Nothing contained in this Agreement will restrict my use of general ideas, concepts, know-how, methodologies, processes, technologies, algorithms or civilly liable under any federal techniques relating to the Confidential Information retained in my unaided mental impressions, for providing services or state trade secret law developing ideas for disclosing a trade secret (a) in confidence to a federal, state, or local government official, either directly or indirectly, myself or to an attorneythird parties; provided that doing so does not infringe Company’s rights in Inventions. For the purposes of this provision, solely memory is “unaided” if I do not make any intentional effort to memorize the information or commit such information to recording in any format (including, but not limited to, paper, electronic, audio or video recording) for the purpose of reporting retaining and subsequently using or investigating a suspected violation of law, including but not limited to “whistleblower” statutes disclosing information for commercial or other similar provisions that protect such disclosure, or (b) in a complaint or other document filed under seal in a lawsuit or other proceeding. Notwithstanding this immunity from liability, I understand that I may be held liable if I unlawfully access trade secrets by unauthorized meansnon-commercial exploitation.

Nonuse and Nondisclosure. I agree that during and after my employment with the Company, I will hold in the strictest confidence, and take all reasonable precautions to prevent any unauthorized use or disclosure of Company Confidential Information, and I will not (i) use the Company Confidential Information for any purpose whatsoever other than for the benefit of the Company in the course of my employment, or (ii) disclose the Company Confidential Information to any third party without the prior written authorization of the President, CEO, or the Board of Directors of the Company. Prior to disclosure when compelled by applicable law; I shall provide prior written notice to the President, CEO, and General Counsel of LogicBio sufficient to allow the Company to seek a protective order or take other steps necessary to protect such Confidential Information(as applicable). I agree that I obtain no title to any Company Confidential Information, and that as between the Company and myself, the Company retains all Confidential Information as the sole property of LogicBiothe Company. I understand that my unauthorized use or disclosure of Company Confidential Information during my employment may lead to disciplinary action, up to and including immediate termination of employment and legal action by the Company. I understand that my obligations under this Section 2.B shall continue after termination of my employment. Notwithstanding the foregoing, pursuant to 18 U.S.C. Section 1833(b), I understand that I canshall not be held criminally or civilly liable under any federal Federal or state State trade secret law for disclosing the disclosure of a trade secret that: (a1) is made in confidence to a federalFederal, stateState, or local government official, either directly or indirectly, or to an attorney, and solely for the purpose of reporting or investigating a suspected violation of law; or (2) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Further, and notwithstanding the foregoing or anything to the contrary in this Agreement or any other agreement between the Company and me, nothing in this Agreement shall limit my right to discuss my employment or report possible violations of law or regulation with the Equal Employment Opportunity Commission, United States Department of Labor, the National Labor Relations Board, the Securities and Exchange Commission, or other federal government agency or similar state or local agency or to discuss the terms and conditions of my employment with others to the extent expressly permitted by Section 7 of the National Labor Relations Act or to the extent that such disclosure is protected under the applicable provisions of law or regulation, including but not limited to “whistleblower” statutes or other similar provisions that protect such disclosure, or (b) in a complaint or other document filed under seal in a lawsuit or other proceeding. Notwithstanding this immunity from liability, I understand that I may be held liable if I unlawfully access trade secrets by unauthorized means.

Nonuse and Nondisclosure. I agree that during and after my employment with the Company, I will hold in the strictest confidence, and take all reasonable precautions to prevent any unauthorized use or disclosure of Company Confidential Information, and I will not (i) use the Company Confidential Information for any purpose whatsoever other than for the benefit of the Company in the course of my employment, or (ii) disclose the Company Confidential Information to any third party without the prior written authorization of the President, CEO, CEO or the Board of Directors of the Company. Prior to disclosure when compelled by applicable law; I shall provide prior written notice to the President, CEO, CEO and General Counsel of LogicBio sufficient to allow the Company to seek a protective order or take other steps necessary to protect such Confidential Information(as applicable). I agree that I obtain no title to any Company Confidential Information, and that as between the Company and myself, the Company retains all Confidential Information as the sole property of LogicBio. the Company I understand that my unauthorized use or disclosure of Company Confidential Information during my employment may lead to disciplinary action, up to and including immediate termination and legal action by the Company. To protect the Company’s legitimate business interests, I understand that my obligations under this Section 2.B shall continue after termination of my employment and shall only terminate, with respect to particular Company Confidential Information, upon the earlier of (1) the date on which such information ceases to constitute Company Confidential Information under Section 2.A, and (2) with respect only to Company Confidential Information that does not constitute or ceases to constitute (through no wrongful action or omission by me) a “trade secret” under applicable law, thirty-six (36) months after termination of my employment. I understand that I canunder applicable law, a “trade secret” includes, without limitation, any formula, pattern, device or compilation of information which is used in the Company’s business, and which gives Company an advantage or an opportunity to obtain an advantage, over competitors who do not be held criminally know or civilly liable under any federal use such information. Nothing in this Agreement shall limit or otherwise affect the statutory protection given to trade secrets or the applicability of state trade secret law for disclosing a trade secret (a) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law, including but not limited to “whistleblower” statutes or other similar provisions that protect such disclosure, or (b) in a complaint or other document filed under seal in a lawsuit or other proceeding. Notwithstanding this immunity from liability, I understand that I may be held liable if I unlawfully access trade secrets by unauthorized means.

Nonuse and Nondisclosure. I agree that during and after my employment with the Company, I will hold in the strictest confidence, and take all reasonable precautions to prevent any unauthorized use or disclosure of Company Confidential Information, and I will not (i) use the Company Confidential Information for any purpose whatsoever other than for the benefit of the Company in the course of my employment, or (ii) disclose the Company Confidential Information to any third party without the prior written authorization of the President, CEO, or the Board of Directors of the Company. Prior to disclosure when compelled by applicable law; I shall provide prior written notice to the President, CEO, and General Counsel of LogicBio sufficient DocuSign, Inc. (as applicable). I acknowledge and agree that information relating to allow identified or identifiable individuals accessed, received, or used during the course of my employment with the Company must be kept secure and confidential, and may not be accessed, used, or shared for any purpose other than in connection with and to seek the extent necessary for my work, or as otherwise required by applicable law. Whenever feasible, I will consult a protective order supervisor or take other steps necessary a member of the Company’s legal department if I believe there is a legal obligation to protect such Confidential Informationdisclose proprietary information. I agree that I obtain no title to any Company Confidential Information, and that as between the Company and myself, the Company DocuSign, Inc. retains all Confidential Information as the sole property of LogicBio. DocuSign, Inc. I understand that my unauthorized use or disclosure of Company Confidential Information during my employment may lead to disciplinary action, up to and including immediate termination and legal action by the Company. I understand that my obligations under this Section 2.B 1.B shall continue after termination of my employment. I understand that I cannot be held criminally or civilly liable under any federal or state trade secret law for disclosing a trade secret (a) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, solely for the purpose of reporting or investigating a suspected violation of law, including but not limited to “whistleblower” statutes or other similar provisions that protect such disclosure, or (b) in a complaint or other document filed under seal in a lawsuit or other proceeding. Notwithstanding this immunity from liability, I understand that I may be held liable if I unlawfully access trade secrets by unauthorized means.