PROPRIETARY AND TRADE SECRET INFORMATION Sample Clauses

PROPRIETARY AND TRADE SECRET INFORMATION. A) The Executive agrees that he will keep confidential and will not make any unauthorized use or disclosure, or use for his own benefit or the benefit of others, during or subsequent to his employment of any research, development, engineering and manufacturing data, plans, designs, formulae, processes, specifications, techniques, trade secrets, financial information, customer or supplier lists or other information that becomes known to him as a result of his employment with the Company which is the property of any member of the Company Group or any of its clients, customers, consultants, licensors, or licensees, provided nothing herein shall be construed to prevent the Executive from using his general knowledge and skill after termination of his employment whether acquired prior to or during his employment by the Company. B) Proprietary information subject to paragraph 7(A) does not include information that: (i) is or later becomes available to the public through no breach of this Agreement by the Executive; (ii) is obtained by the Executive from a third party who had the legal right to disclose the information to the Executive; or (iii) is required to be disclosed by law, government regulation, or court order. C) During the course of his employment with the Company, the Executive will not accept information from sources outside of the Company, which is designated as “Confidential,” or “Proprietary,” or “Trade Secret” without prior written permission from the Company or its attorneys. The Executive is not expected to and is expressly forbidden by the Company policy from disclosing to the Company a “Trade Secret” or “Confidential” or “Proprietary” information from a former employer. D) Upon leaving the employment of the Company, the Executive will not remove from the Company Group’s premises, either directly or indirectly, any drawings, writings, prints, any documents or anything containing, embodying, or disclosing any confidential or proprietary information or any of the Company Group’s trade secrets unless express written permission is given by the Company management. Upon termination of his employment, the Executive shall return to the Company any and all documents and materials that are the property of any member of the Company Group or its customers, licensees, licensors or affiliates or which contain information that is the property of any member of the Company Group.

PROPRIETARY AND TRADE SECRET INFORMATION. You also acknowledge and agree that during the term of this Agreement, you will have access to trade secrets and other confidential information peculiar to WGNB's business, the disclosure or use of which would injure WGNB's business. Therefore, you agree that you will not at any time during or for two (2) years after the term of this Agreement, use, reveal, or divulge any trade secrets. In addition, you agree that during the term of this Agreement and for a period of three (3) years thereafter, you will not use, reveal, or divulge any confidential information. However, you shall not be required to keep confidential any trade secrets or confidential information that is or becomes publicly available, is independently developed by you outside of the scope of this Agreement, or is rightfully obtained from third parties.

PROPRIETARY AND TRADE SECRET INFORMATION. During the course of his employment, Xxxxxx will come into possession of or acquire knowledge of confidential, proprietary and trade secret information of VaxGen. Xxxxxx hereby covenants and agrees that he will not, either during his employment or at any time thereafter, disclose any such confidential, proprietary or trade secret information to any person, firm, corporation, association, partnership or other entity (other than those in VaxGen's organization qualified and authorized to receive such information) for any purpose or reason whatsoever. Such confidential and proprietary information shall be deemed to include, but not be limited to, manuals, discs, tapes, and summaries or originals of any papers, documents, plans, specifications, client lists, contracts, licenses or licensing agreements, data bases, or portions thereof, related to the research and development, products or operations of VaxGen, provided that such information is confidential, proprietary or falls within the definition of a "trade secret" under the Uniform Trade Secrets Act. Xxxxxx specifically agrees that he will not make use of any such confidential or proprietary information for his own purpose, or for the benefit of any person, firm, corporation or other entity except VaxGen. Xxxxxx will abide by VaxGen's policies and procedures, as established from time to time for the protection of its trade secrets and confidential information.

PROPRIETARY AND TRADE SECRET INFORMATION. A. Customer acknowledges and agrees to protect the confidential nature of the Licensed Materials and any other material provided to Customer or obtained by Customer as a result of this Agreement. B. Customer acknowledges that the Licensed Materials are the exclusive property of the Company and that they contain proprietary and confidential information and trade secrets of Company. Customer agrees that its rights to use the Licensed Materials are only as set out in this Agreement. Customer shall not copy, assign, lend, sell, lease or otherwise dispose of or transfer to any third party (including CUSTOMER group affiliated companies or as is mutually decided between both parties ) the Licensed Materials without the prior written approval of Company. C. Customer agrees to keep the Licensed Materials in a secure manner and location. D. In the event that Customer breaches any of the foregoing provisions, Customer agrees to indemnify and hold Company harmless from all costs, losses or damages suffered or incurred by Company as a result of such breach. E. Customer further acknowledges that in the event of a breach of any of the provisions of this section, damages will not be an adequate remedy, and that the Company shall be entitled to equitable relief including an injunction. F. The obligations of Customer under this section shall survive termination or expiration of this Agreement.

PROPRIETARY AND TRADE SECRET INFORMATION. The 3rd party agrees that the data/information, printed or written, furnished to it by Xxxx is the proprietary property of Xxxx and constitutes, in part, trade secrets of Xxxx. It is agreed that no person, associate or affiliate of Xxxx, other than Xxxxxx Xxxx, has the right to amend, modify or grant permission under this agreement and only if the same is accomplished in writing signed by Xxxxxx Xxxx.

PROPRIETARY AND TRADE SECRET INFORMATION. CLIENT will use all reasonable precautions and take all necessary steps to prevent the Licensed Program and Materials from being acquired by unauthorized persons and CLIENT will take appropriate action, by instruction, agreement or otherwise, with any persons permitted access to the Licensed Program and Materials so as to enable CLIENT to satisfy its obligation hereunder. CLIENT will not lend, sell, lease or otherwise dispose of the Licensed Program and Materials without the prior written approval of REMI. CLIENT will not show or disclose the Licensed Program and Materials or any part thereof to anyone for any purpose other than as provided herein.

PROPRIETARY AND TRADE SECRET INFORMATION. A. Customer acknowledges and agrees to protect the confidential nature of the Developed Products and any other material provided to Customer or obtained by Customer as a result of this Agreement. B. Customer acknowledges that, prior to the transfer of ownership under Clause 5(E), the Developed Products remain the exclusive property of the Developers and that they contain proprietary and confidential information and trade secrets of Developers. Customer agrees that its rights to use the Developed Products are only as set out in this Agreement. C. Customer agrees to keep any Developed Products details in a secure manner and location. D. In the event that Customer breaches any of the foregoing provisions, Customer agrees to indemnify and hold Developers harmless from all costs, losses or damages suffered or incurred by Developers as a result of such breach.

PROPRIETARY AND TRADE SECRET INFORMATION. The Agent recognizes and acknowledges that the methods of design, manufacturing, distribution, or, lists and address or telephone information of actual or potential customers, ordering patterns and preferences or design specifications of customers, pricing information and strategies, advertising or promotional materials, product design or specifications, marketing, price lists, and any information relating to any bids, quotes or orders, any patents, trademarks, trade secrets, proprietary information and other intellectual property rights of the Company, including all videos or recordings used for purposes of advertising, or marketing (collectively "Confidential Information") as the same may exist from time to time, are valuable, special and unique assets of Company. The Agent specifically acknowledges that such Confidential Information has independent economic value and is not generally known to individuals outside Company. The Agent shall not, during or after the term hereof, disclose, directly or indirectly, any such Confidential Information to any person for any reason whatsoever or use any such Confidential Information, directly or indirectly, for his own benefit or the benefit of others. The Agent recognizes that he holds all Confidential Information in a fiduciary capacity for the benefit of Company and that in such capacity has a duty to take appropriate measures to safeguard such information and preserve its confidentiality. Agent acknowledges that the Company has implemented all reasonable and necessary procedures for the protection of such Confidential Information and agrees to comply with such procedures. During the term hereof, at the close or completion of his work for Company, or any subsequent time, upon request, the Agent will promptly return to Company all of its property, which property includes notes, data and records relating to Confidential Information in whatever form they exist and by whomever prepared, which are then in Agent's possession, custody or control. The provisions of this Section 6 will survive the termination hereof and remain in full force and effect.

PROPRIETARY AND TRADE SECRET INFORMATION. A. The obligations of Customer under this section shall survive termination or expiration of this Agreement.

PROPRIETARY AND TRADE SECRET INFORMATION. A Customer acknowledges and agrees to protect the confidential nature of the Developed Products and any other material provided to Customer or obtained by Customer as a result of this Agreement.