Proprietary Information Agreements. Inovio and its Subsidiaries have taken commercially reasonable steps to protect Inovio's rights and the rights of its Subsidiaries in the confidential information and trade secrets of Inovio and its Subsidiaries that it wishes to protect or any trade secrets or confidential information of third parties provided to Inovio or any of its Subsidiaries, and, without limiting the foregoing, Inovio and its Subsidiaries have and enforce a policy requiring each employee, to execute a proprietary information/confidentiality agreement which requires the employee to assign all Intellectual Property rights to Inovio or its Subsidiary, as the case may be, and requires the employee to keep confidential all trade secrets of Inovio and its Subsidiaries, and all employees of Inovio and its Subsidiaries have executed such an agreement, except where the failure to do so would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect on Inovio or any of its Subsidiaries. Except where the failure to do so would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect on Inovio or any of its Subsidiaries, there has been no disclosure by Inovio or any of its Subsidiaries to any third party of confidential information or trade secrets of Inovio or any of its Subsidiaries, except pursuant to a Contract that requires such third party to keep such confidential information or trade secrets confidential.
Appears in 2 contracts
Samples: Merger Agreement (Inovio Biomedical Corp), Agreement and Plan of Merger (Inovio Biomedical Corp)
Proprietary Information Agreements. Inovio VGX and its Subsidiaries have taken commercially reasonable steps to protect InovioVGX's rights and the rights of its Subsidiaries in the confidential information and trade secrets of Inovio VGX and its Subsidiaries that it wishes to protect or any trade secrets or confidential information of third parties provided to Inovio VGX or any of its Subsidiaries, and, without limiting the foregoing, Inovio VGX and its Subsidiaries have and enforce a policy requiring each employee, to execute a proprietary information/confidentiality agreement which requires the employee to assign all Intellectual Property rights to Inovio VGX or its Subsidiary, as the case may be, and requires the employee to keep confidential all trade secrets of Inovio VGX and its Subsidiaries, and all employees of Inovio VGX and its Subsidiaries have executed such an agreement, except where the failure to do so would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect on Inovio VGX or any of its Subsidiaries. Except where the failure to do so would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect on Inovio VGX or any of its Subsidiaries, there has been no disclosure by Inovio VGX or any of its Subsidiaries to any third party of confidential information or trade secrets of Inovio VGX or any of its Subsidiaries, except pursuant to a Contract that requires such third party to keep such confidential information or trade secrets confidential.
Appears in 2 contracts
Samples: Merger Agreement (Inovio Biomedical Corp), Agreement and Plan of Merger (Inovio Biomedical Corp)
Proprietary Information Agreements. Inovio VGX and its Subsidiaries have taken commercially reasonable steps to protect Inovio's VGX’s rights and the rights of its Subsidiaries in the confidential information and trade secrets of Inovio VGX and its Subsidiaries that it wishes to protect or any trade secrets or confidential information of third parties provided to Inovio VGX or any of its Subsidiaries, and, without limiting the foregoing, Inovio VGX and its Subsidiaries have and enforce a policy requiring each employee, to execute a proprietary information/confidentiality agreement which requires the employee to assign all Intellectual Property rights to Inovio VGX or its Subsidiary, as the case may be, and requires the employee to keep confidential all trade secrets of Inovio VGX and its Subsidiaries, and all employees of Inovio VGX and its Subsidiaries have executed such an agreement, except where the failure to do so would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect on Inovio VGX or any of its Subsidiaries. Except where the failure to do so would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect on Inovio VGX or any of its Subsidiaries, there has been no disclosure by Inovio VGX or any of its Subsidiaries to any third party of confidential information or trade secrets of Inovio VGX or any of its Subsidiaries, except pursuant to a Contract that requires such third party to keep such confidential information or trade secrets confidential.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Inovio Biomedical Corp)
Proprietary Information Agreements. Inovio and its Subsidiaries have taken commercially reasonable steps to protect Inovio's ’s rights and the rights of its Subsidiaries in the confidential information and trade secrets of Inovio and its Subsidiaries that it wishes to protect or any trade secrets or confidential information of third parties provided to Inovio or any of its Subsidiaries, and, without limiting the foregoing, Inovio and its Subsidiaries have and enforce a policy requiring each employee, to execute a proprietary information/confidentiality agreement which requires the employee to assign all Intellectual Property rights to Inovio or its Subsidiary, as the case may be, and requires the employee to keep confidential all trade secrets of Inovio and its Subsidiaries, and all employees of Inovio and its Subsidiaries have executed such an agreement, except where the failure to do so would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect on Inovio or any of its Subsidiaries. Except where the failure to do so would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect on Inovio or any of its Subsidiaries, there has been no disclosure by Inovio or any of its Subsidiaries to any third party of confidential information or trade secrets of Inovio or any of its Subsidiaries, except pursuant to a Contract that requires such third party to keep such confidential information or trade secrets confidential.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Inovio Biomedical Corp)