Common use of Restrictions on Proprietary Information Clause in Contracts

Restrictions on Proprietary Information. I agree that, during my employment and after, I will hold the Proprietary Information of the Company in strict confidence and will neither use the information nor disclose it to anyone, except to the extent necessary to carry out my responsibilities as an employee of the Company or as specifically authorized in writing by a duly authorized officer of the Company. I understand that "Proprietary Information" means all information pertaining in any manner to the business of the Company or its affiliates, consultants, or business associates, unless (i) the information is or becomes publicly known through lawful means; (ii) the information was part of my general knowledge prior to my employment by the Company; or (iii) the information is disclosed to me without restriction by a third party who rightfully possesses the information and did not learn of it from the Company. This definition includes, but is not limited to, (A) the design and content of web pages, brochures and collateral; (B) processes, techniques, formulas, development tools and methods used to develop products and/or provide services to customers and information about those products and services; (C) computer programs, electronic codes, blueprints, schematics, techniques, development tools, processes, computer printouts, design drawings and manuals, formulas and improvements; (D) customer lists and information about customers, bids, proposals and potential customers; (E) information about costs, profits, markets and sales; (F) plans for business, marketing, future development and new product and service concepts; and (G) employee personnel files and information about employee compensation, employee benefits, and the Company's organization.

Restrictions on Proprietary Information. I agree that, during my employment and afterat all times thereafter, I will hold the Proprietary Information of the Company in strict confidence and will neither use the information for the benefit of myself or any other third party nor disclose it to anyone, except to the extent necessary to carry out my responsibilities as an employee of the Company or as specifically authorized in writing by a duly authorized officer of the CompanyCompany other than me. I understand that "Proprietary Information" means all information pertaining in any manner to the business of the Company or its affiliates, consultants, customers, business associates or business associatesmembers, unless (i) the information is or becomes publicly generally known to the public through lawful meansmeans and through no fault of mine; (ii) the information was part of my general knowledge prior to my employment the initial disclosure of the information by the CompanyCompany or any person under a duty of confidentiality; or (iii) the information is disclosed to me without restriction by a third party who rightfully possesses the information and did not learn is under no duty of it from the Companyconfidentiality. This definition includes, of "Proprietary Information" includes but is not limited toto any and all (a) technical or non-technical information, know-how, computer software (A) the design and content of web pageswhether in source code or object code form), brochures and collateral; (B) programs, tools, data, research, designs, drawings, diagrams, plans, specifications, trade secrets, inventions, concepts, structures, improvements, products, patents pending, prototypes, processes, formulas, algorithms, methods, techniques, formulashardware, development tools and methods used to develop products and/or provide services to customers and information about those products and services; (C) computer programs, electronic codes, blueprintsdevices, schematics, techniquesworks in process, development toolssystems, processes, computer printouts, design drawings and manuals, formulas and improvementstechnologies or applications; (Db) customer lists financial and information about customers, bids, proposals and potential customers; (E) other information about costs, profits, markets markets, sales and salespricing structures, customers, subscribers, members, and bids; (Fc) plans plans, forecasts and strategies for business, marketing, future development and new product and service concepts; and (Gd) employee personnel files and information about employee compensation, employee compensation and benefits, ; in any form and whether or not labeled or identified as confidential or proprietary. I agree that I will have the Company's organizationburden of proving the applicability of any of the foregoing exceptions.

Restrictions on Proprietary Information. I agree that, during my employment and afterat all times thereafter, I will hold the Proprietary Information of the Company in strict confidence and will neither use the information nor disclose it to anyone, except to the extent necessary to carry out my responsibilities as an employee of the Company or as specifically authorized in writing by a duly authorized officer of the CompanyCompany other than me. I understand that "Proprietary Information" means all information pertaining in any manner to the business of the Company or its affiliates, consultants, customers, business associates or business associatesmembers, unless (i) the information is or becomes publicly generally known to the public through lawful meansmeans and through no fault of mine; (ii) the information was part of my general knowledge prior to my employment the initial disclosure of the information by the CompanyCompany or any person under a duty of confidentiality; or (iii) the information is disclosed to me without restriction by a third party who rightfully possesses the information and did not learn is under no duty of it from the Companyconfidentiality. This definition includes, of "Proprietary Information" includes but is not limited toto any and all (a) technical or engineering information, (A) the design and content of web pagesknow-how, brochures and collateral; (B) computer codes, programs, tools, data, designs, diagrams, plans, specifications, trade secrets, inventions, concepts, structures, improvements, products, patents pending, prototypes, processes, formulas, algorithms, methods, techniques, formulasworks in process, development tools and methods used to develop products and/or provide services to customers and information about those products and servicessystems, technologies or applications; (Cb) computer programs, electronic codes, blueprints, schematics, techniques, development tools, processes, computer printouts, design drawings financial and manuals, formulas and improvements; (D) customer lists and information about customers, bids, proposals and potential customers; (E) other information about costs, profits, markets markets, sales, customers, subscribers, members, and salesbids; (Fc) plans for business, marketing, future development and new product and service concepts; and (Gd) employee personnel files and information about employee compensation, employee compensation and benefits, ; in any form and whether or not labeled or identified as confidential or proprietary. I agree that I will have the Company's organizationburden of proving the applicability of any of the foregoing exceptions.

Restrictions on Proprietary Information. I agree that, during my employment and, as long as such information and aftermaterials constitute Proprietary Information (as defined below) thereafter, I will hold the Proprietary Information of the Company and its affiliates in strict confidence and will neither use the information for the benefit of myself or any third party nor disclose it to anyoneany third party, except to the extent necessary to carry out my responsibilities as an employee of the Company or as specifically authorized in writing by a duly authorized officer of the CompanyCompany other than me. I understand that "Proprietary Information" means any and all information and materials, in whatever form, whether tangible or intangible, pertaining in any manner to the business of the Company or its affiliates, consultants, customers, business associates or business associatesmembers (including its and their officers, unless directors, agents and employees), or any person or entity to which the Company owes a duty of confidentiality, whether or not labeled or identified as proprietary or confidential, and including any copies, portions, extracts and derivatives thereof, except to the extent that I can prove that such information or materials (i) are or become generally known to the information is or becomes publicly known public through lawful meansmeans and through no act or omission of mine; (ii) the information was were part of my general knowledge prior to my employment by the Company; or (iii) the information is are disclosed to me without restriction by a third party who rightfully possesses the information and did not learn is under no duty of it from the Companyconfidentiality with respect thereto. This definition includes, "Proprietary Information" includes but is not limited to, to any and all (Aa) the design Creations and content of web pages, brochures other Technology (as defined below) and collateralrelated records; (Bb) processes, techniques, formulas, development tools financial information and methods used to develop products and/or provide services to customers and information about those products and services; (C) computer programs, electronic codes, blueprints, schematics, techniques, development tools, processes, computer printouts, design drawings and manuals, formulas and improvements; (D) customer lists and information about customers, bids, proposals and potential customers; (E) other information about costs, budgets, profits, markets margins markets, sales, pricing, payment terms, discounts, rebates and salesother concessions or incentives, forecasts, customers, subscribers, members, and bids; (Fc) strategies and other plans for business, marketing, advertisement, future development and new product products, services and service concepts; and (Gd) employee and personnel information, including, without limitation, files and information about employee compensation, employee compensation and benefits, and the Company's organization.

Restrictions on Proprietary Information. I agree that, during my employment and, as long as such information and aftermaterials constitute Proprietary Information (as defined below) thereafter, I will hold the Proprietary Information of the Company and its affiliates in strict confidence and will neither use the information for the benefit of myself or any third party nor disclose it to anyoneany third party, except to the extent necessary to carry out my responsibilities as an employee of the Company or as specifically authorized in writing by a duly authorized officer of the CompanyCompany other than me. I understand that "“Proprietary Information" ” means any and all information and materials, in whatever form, whether tangible or intangible, pertaining in any manner to the business of the Company or its affiliates, consultants, customers, business associates or business associatesmembers (including its and their officers, unless directors, agents and employees), or any person or entity to which the Company owes a duty of confidentiality, whether or not labeled or identified as proprietary or confidential, and including any copies, portions, extracts and derivatives thereof, except to the extent that I can prove that such information or materials (i) are or become generally known to the information is or becomes publicly known public through lawful meansmeans and through no act or omission of mine; (ii) the information was were part of my general knowledge prior to my employment by the Company; or (iii) the information is are disclosed to me without restriction by a third party who rightfully possesses the information and did not learn is under no duty of it from the Companyconfidentiality with respect thereto. This definition includes, “Proprietary Information” includes but is not limited to, to any and all (Aa) the design Creations and content of web pages, brochures other Technology (as defined below) and collateralrelated records; (Bb) processes, techniques, formulas, development tools financial information and methods used to develop products and/or provide services to customers and information about those products and services; (C) computer programs, electronic codes, blueprints, schematics, techniques, development tools, processes, computer printouts, design drawings and manuals, formulas and improvements; (D) customer lists and information about customers, bids, proposals and potential customers; (E) other information about costs, budgets, profits, markets margins markets, sales, pricing, payment terms, discounts, rebates and salesother concessions or incentives, forecasts, customers, subscribers, members, and bids; (Fc) strategies and other plans for business, marketing, advertisement, future development and new product products, services and service concepts; and (Gd) employee and personnel information, including, without limitation, files and information about employee compensation, employee compensation and benefits, and the Company's organization.

Restrictions on Proprietary Information. I agree thatAs of the Effective Date, during my employment and afterat all times thereafter, I will hold the Proprietary Information (as defined below) of the Company in strict confidence and will neither use the information for the benefit of myself or any other third party nor disclose it to anyone, except (i) to the extent necessary to carry out my responsibilities as an employee of employee, consultant or other service provider to the Company or Company, (ii) as specifically authorized in writing by a duly authorized officer of the CompanyCompany other than me, (iii) as necessary to my attorneys or other professional advisors, provided that such advisors are bound by a legal or contractual obligation to maintain confidentiality, and (iv) as required by law. I understand that "“Proprietary Information" means ” includes all information pertaining in any manner to the business of the Company or its subsidiaries, affiliates, employees, consultants, or customers, business associatesassociates and/or equity holders, unless (i) the information is or becomes publicly generally known to the public through lawful means; (ii) the information was part means and through no fault of mine or my general knowledge prior to my employment by the Companyrepresentatives; or (iiiii) the information is disclosed to me without restriction by a third party who rightfully possesses the information and did not learn is under no duty of it from the Companyconfidentiality. This definition includes, of “Proprietary Information” includes but is not limited toto any and all (i) technical or non-technical information, know-how, computer software (A) the design and content of web pageswhether in source code or object code form), brochures and collateral; (B) programs, tools, data, research, designs, drawings, diagrams, plans, specifications, trade secrets, inventions, concepts, structures, improvements, products, patents pending, prototypes, processes, formulas, algorithms, methods, techniques, formulashardware, development tools and methods used to develop products and/or provide services to customers and information about those products and services; (C) computer programs, electronic codes, blueprintsdevices, schematics, techniquesworks in process, development toolssystems, processes, computer printouts, design drawings and manuals, formulas and improvementstechnologies or applications; (Dii) customer lists financial and information about customers, bids, proposals and potential customers; (E) other information about costs, profits, markets markets, sales and salespricing structures, customers, vendors, suppliers, subscribers, equity holders, and bids; (Fiii) plans plans, forecasts and strategies for business, marketing, future development and new product and service concepts; and (G) employee personnel files and information about employee compensation, employee benefits, and the Company's organization.and

Restrictions on Proprietary Information. I agree that, during my employment and afterat all times thereafter, I will hold the Proprietary Information of the Company in strict confidence and will neither use the information nor disclose it to anyone, except to the extent necessary to carry out my responsibilities as an employee of the Company or as specifically authorized in writing by a duly authorized officer of the CompanyCompany other than me. I understand that "“Proprietary Information" ” means all information pertaining in any manner to the business of the Company or its affiliates, consultants, customers, business associates or business associatesmembers, unless (i) the information is or becomes publicly generally known to the public through lawful meansmeans and through no fault of mine; (ii) the information was part of my general knowledge prior to my employment the initial disclosure of the information by the CompanyCompany or any person under a duty of confidentiality; or (iii) the information is disclosed to me without restriction by a third party who rightfully possesses the information and did not learn is under no duty of it from the Companyconfidentiality. This definition includes, of “Proprietary Information” includes but is not limited toto any and all (a) technical or engineering information, (A) the design and content of web pagesknow-how, brochures and collateral; (B) computer codes, programs, tools, data, designs, diagrams, plans, specifications, trade secrets, inventions, concepts, structures, improvements, products, patents pending, prototypes, processes, formulas, algorithms, methods, techniques, formulasworks in process, development tools and methods used to develop products and/or provide services to customers and information about those products and servicessystems, technologies or applications; (Cb) computer programs, electronic codes, blueprints, schematics, techniques, development tools, processes, computer printouts, design drawings financial and manuals, formulas and improvements; (D) customer lists and information about customers, bids, proposals and potential customers; (E) other information about costs, profits, markets markets, sales, customers, subscribers, members, and salesbids; (Fc) plans for business, marketing, future development and new product and service concepts; and (Gd) employee personnel files and information about employee compensation, employee compensation and benefits, ; in any form and whether or not labeled or identified as confidential or proprietary. I agree that I will have the Company's organizationburden of proving the applicability of any of the foregoing exceptions.