Secrecy and Non Competition Sample Clauses

Secrecy and Non Competition. During the term of this Agreement, Buyer and its Affiliates will provide the same degree of protection for all trade secrets communicated to Buyer by Seller and identified at that time as "Seller Trade Secrets" as Buyer exercises with respect to its own information of similar character and importance. Further, in the event of the termination of this Agreement for any reason, Buyer will not engage in or participate with anyone in the manufacture, sale, lease or distribution of machines utilizing any aspect of the Air Motor which utilizes any of the Seller Trade Secrets included in the Air Motor, except as otherwise specifically provided in Paragraph 3.01(b). This through no fault of Buyer becomes, publicly available, or is disclosed by Buyer to customers or potential customers, licensees or sublicensees in the normal course of business. In furtherance of this provision, Buyer shall use its best efforts to obtain from each of its employees or agents (present or future) who will spend substantial time working on the Air Motor and/or who will have any trade secrets, confidential information or unpublished know-how relating to the Air Motor and Employee Invention and Secrecy Agreement substantially in the form of the Employee Invention and Secrecy Agreement attached hereto as Exhibit "B", and shall include appropriate secrecy provisions in all contracts with its customers, licensees and sublicensees of the Air Motor or parts thereof, of which agreements Seller, as secured party hereunder, shall be a beneficiary.
Sample 1
AutoNDA by SimpleDocs
Secrecy and Non Competition. The Executive reaffirms his obligations under the Secrecy and Non-Competition Agreement, dated March 11, 1999, between the Company and the Executive. The Company agrees that the restrictions contained in Section 1(a) of the Secrecy and Non-Competition Agreement shall not prohibit the Executive from owning up to one percent (1.0%) of the outstanding capital stock of a publicly held entity that competes with the Company.
Sample 1
Secrecy and Non Competition. 14.1 All reports, manuals, memoranda, computer disks and tapes, and other materials created by Executive or made available to Executive by the Companies during the performance of his duties are the sole property of the Companies. Executive agrees to use all such property exclusively for the Companies' benefit and to return it, including any and all copies of such materials, to the Companies in the event of the termination of his employment.
Sample 1
Secrecy and Non Competition. During the term of this Agreement, Buyer and its Affiliates will provide the same degree of protection for all trade secrets communicated to Buyer by Seller and identified at that time as "Seller Trade Secrets" as Buyer exercises with respect to its own information of similar character and importance. Buyer shall use its best efforts to obtain from each of its employees or agents (present or future) who will spend substantial time working on the Zero Pollution Device and/or who will have any trade secrets, confidential information or unpublished know-how relating to the Zero Pollution Device and Employee Invention and Secrecy Agreement substantially and shall include appropriate secrecy provisions in all contracts with its customers, licensees and sublicensees of the Zero Pollution Device or parts thereof, of which agreements Seller, as secured party hereunder, shall be a beneficiary.
Sample 1
Secrecy and Non Competition. 1. The Seller and the Seller's Guarantor undertake for a period of five years from the Closing Date to keep strictly secret all matters, in particular all business and trade secrets of the BevCan Business, known to it and not to disclose such matters and secrets, directly or indirectly, to any third parry, nor to cause such disclosure by third parties, nor to abet or justify such disclosure, nor to use such matters or secrets for itself, unless the disclosure to governmental authorities or any other third party is required by virtue of law.
Sample 1
Secrecy and Non Competition. Schlxxxxxxxxx xxxnowledges that during consulting assignments he will obtain and be exposed for confidential and proprietary material, knowledge, contacts and know-how of VitalCom's which could be used to the substantial advantage of a competitor of VitalCom and to VitalCom's substantial detriment. During the term of this consulting agreement and for period of two years after Schlxxxxxxxxx xxxll not participate or engage, directly or indirectly, for himself on or behalf of or in conjunction with any person, partnership, corporation or other entity, whether as an employee, agent, officer, director, shareholder, partner, joint venturer, investor (other than owning or holding not greater than a two percent (2%) interest in a publicly held entity), or otherwise, in any business activities if such activity consists of any activity undertaken or expressly contemplated to be undertaken by VitalCom or any of its subsidiaries. In addition, Schlxxxxxxxxx xxxeby ratifies and confirms all of the terms, provisions, and obligations set forth in that certain Proprietary Information and Inventions Agreement entered into by Schlxxxxxxxxx xxx VitalCom dated August 23, 1995, and all of the terms and provisions of Section 7 of the Employment Agreement dated August 29, 1995 by and between Schlxxxxxxxxx xxx VitalCom, as amended January 5, 1996 and January 1, 1997.
Sample 1
Secrecy and Non Competition 
Sample 1Sample 2Sample 3See All (73)
AutoNDA by SimpleDocs

Related to Secrecy and Non Competition

  • Confidentiality and Non-Competition To the Company’s knowledge, no director, officer, key employee or consultant of the Company is subject to any confidentiality, non-disclosure, non-competition agreement or non-solicitation agreement with any employer or prior employer that could reasonably be expected to materially affect his ability to be and act in his respective capacity of the Company or be expected to result in a Material Adverse Change.

  • Confidentiality and Non-Competitions To the Company’s knowledge, no director, officer, key employee or consultant of the Company is subject to any confidentiality, non-disclosure, non-competition agreement or non-solicitation agreement with any employer or prior employer that could reasonably be expected to materially affect his ability to be and act in his respective capacity of the Company or be expected to result in a Material Adverse Change.

  • Noncompetition and Nonsolicitation Executive acknowledges that in the course of his employment with Employer he will become familiar with the Company’s, Employer’s and their respective Subsidiaries’ trade secrets and with other confidential information concerning the Company, Employer and such Subsidiaries and that his services will be of special, unique and extraordinary value to the Company and Employer and such Subsidiaries. Therefore, Executive agrees that:

  • Confidentiality and Noncompetition The Executive shall enter into the Confidentiality Agreement and Non-Compete Agreement. The Executive’s execution of those agreements is a material inducement for the Company to enter into this Agreement. Therefore, this Agreement will be null and void unless the Executive enters into the Confidentiality Agreement and the Non-Compete Agreement.

  • Nonsolicitation and Noncompetition 4.1 During the Employee’s employment with the Company, and for a period expiring eighteen (18) months after the termination of the Employee’s employment (the “Restrictive Period”), regardless of the reason, if any, for such termination, the Employee shall not, in the United States, Western Europe or Canada, directly or indirectly:

  • Noncompetition Nonsolicitation and Nondisparagement The Executive acknowledges and agrees with the Company that, during the course of the Executive's employment with the Company, the Executive has had and will continue to have the opportunity to develop relationships with existing employees, customers and other business associates of the Company, which relationships constitute goodwill of the Company, and the Executive acknowledges and agrees that the Company would be irreparably damaged if the Executive were to take actions that would damage or misappropriate such goodwill. The Executive accordingly covenants and agrees as follows:

  • NON-COMPETITION AND NON-DISCLOSURE (a) Upon any termination of Executive's employment hereunder pursuant to Section 4 hereof, Executive agrees not to compete with the Holding Company or its Subsidiaries for a period of one (1) year following such termination in any city, town or county in which the Executive's normal business office is located and the Holding Company or any of its Subsidiaries has an office or has filed an application for regulatory approval to establish an office, determined as of the effective date of such termination, except as agreed to pursuant to a resolution duly adopted by the Board. Executive agrees that during such period and within said cities, towns and counties, Executive shall not work for or advise, consult or otherwise serve with, directly or indirectly, any entity whose business materially competes with the depository, lending or other business activities of the Holding Company or its Subsidiaries. The parties hereto, recognizing that irreparable injury will result to the Holding Company or its Subsidiaries, its business and property in the event of Executive's breach of this Subsection 10(a) agree that in the event of any such breach by Executive, the Holding Company or its Subsidiaries, will be entitled, in addition to any other remedies and damages available, to an injunction to restrain the violation hereof by Executive, Executive's partners, agents, servants, employees and all persons acting for or under the direction of Executive. Executive represents and admits that in the event of the termination of his employment pursuant to Section 7 hereof, Executive's experience and capabilities are such that Executive can obtain employment in a business engaged in other lines and/or of a different nature than the Holding Company or its Subsidiaries, and that the enforcement of a remedy by way of injunction will not prevent Executive from earning a livelihood. Nothing herein will be construed as prohibiting the Holding Company or its Subsidiaries from pursuing any other remedies available to the Holding Company or its Subsidiaries for such breach or threatened breach, including the recovery of damages from Executive.

  • Confidential Information and Non-Competition 10. In exchange for the mutual promises and obligations contained in this Agreement, and contemporaneous with its execution or soon thereafter, Employer promises to deliver to Executive or permit Executive to acquire, be exposed to, and/or have access to material, data, and information of the Company and/or its customers or clients that is confidential, proprietary and/or a trade secret (“Confidential Information”). At all times, both during and after the termination of employment, the Executive shall keep and retain in confidence and shall not disclose, except as required in the course of the Executive’s employment with the Company, to any person, firm or corporation, or use for the Executive’s own purposes, any Confidential Information. For the purposes of this Paragraph, such information shall include, but is not limited to:

  • Non-Competition a. Executive acknowledges and recognizes the highly competitive nature of the businesses of the Company and its affiliates and accordingly agrees as follows:

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!