Common use of Trade Secrets and Confidential Information/Company Property Clause in Contracts

Trade Secrets and Confidential Information/Company Property. Employee agrees at all times hereafter to hold in the strictest confidence, and not to use or disclose to any person or entity, any Confidential Information of the Company. Employee understands that “Confidential Information” means any Company or associated third party proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, customer lists and customers (including, but not limited to, customers of the Company on whom Employee has called or with whom Employee became acquainted during the term of Employee’s employment), markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information disclosed to Employee by the Company either directly or indirectly, in writing, orally, or by drawings or observation of parts or equipment. Employee further understands that Confidential Information does not include any of the foregoing items that have become publicly known and made generally available through no wrongful act of Employee’s or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof. Employee hereby grants consent to notification by the Company to any new employer about Employee’s obligations under this section. Employee represents that Employee has not to date misused or disclosed Confidential Information to any unauthorized party. Employee’s signature below constitutes Employee’s certification under penalty of perjury that Employee has returned all documents and other items provided to Employee by the Company, developed or obtained by Employee in connection with Employee’s employment with the Company, or otherwise belonging to the Company (with the exception of a copy of the Employee Handbook and personnel documents specifically relating to Employee).

Appears in 1 contract

Samples: Separation Agreement and Release (MedAvail Holdings, Inc.)

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Trade Secrets and Confidential Information/Company Property. Employee reaffirms and agrees to observe and abide by the terms of the Confidentiality Agreement, specifically including provisions therein regarding nondisclosure of the Company’s trade secrets and confidential and proprietary information. Employee shall continue to maintain the confidentiality of all confidential and proprietary information and trade secrets of the Company. Employee agrees at all times hereafter to hold in the strictest confidence, and not to use or disclose to any person person, firm or entitycorporation, any Confidential Information of the Company. Employee understands that “Confidential Information” means includes, but is not limited to, any Company or associated third party proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, customer lists and customers (including, but not limited to, customers of the Company on whom Employee has called or with whom Employee he became acquainted during the term of Employee’s his employment), markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, finances or other business information disclosed to Employee by the Company either directly or indirectly, indirectly in writing, orally, orally or by drawings or observation of parts or equipment. Employee further understands that Confidential Information does not include any of the foregoing items that have has become publicly known and made generally available through no wrongful act of Employee’s or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof, nor shall it include management techniques, general knowledge of bookkeeping, accounting, budgeting, SEC requirements and filings and executive practices of publicly traded companies so long as the use of such knowledge does not reveal trade secrets, technical data or proprietary information of the Company. Employee hereby grants consent to notification by the Company to any new employer about Employee’s obligations under this sectionparagraph. Employee represents that Employee has further agrees to deliver to the Company on or before the Effective Date of the Agreement, and not to date misused keep in his possession, recreate or disclosed deliver to anyone else, any and all Company property and Confidential Information including, but not limited to, devices, records, data, notes, reports, proposals, lists, correspondence, specifications, drawings, blueprints, sketches, materials, equipment, other documents or property, or reproductions of any aforementioned items provided to any unauthorized partyEmployee by the Company, developed by Employee pursuant to his employment with the Company, or otherwise belonging to the Company, its successors or assigns. Employee’s signature below constitutes Employee’s his certification under penalty of perjury that Employee he has returned all documents and other items provided to Employee by the Company, developed or obtained by Employee in connection with Employee’s as a result of his employment with the Company, or otherwise belonging to the Company (with the exception of a copy of the Employee Handbook and personnel documents specifically relating to Employee)Company.

Appears in 1 contract

Samples: Separation Agreement and Release (Hytek Microsystems Inc)

Trade Secrets and Confidential Information/Company Property. Employee Executive reaffirms and agrees to observe and abide by the terms of the Proprietary Information Agreement, specifically including the provisions therein regarding nondisclosure of the Company’s trade secrets and confidential and proprietary information, and nonsolicitation of Company employees. Executive’s signature below constitutes his certification under penalty of perjury that he will return within six (6) calendar days all documents and other items provided to Executive by the Company, developed or obtained by Executive in connection with his employment with the Company, or otherwise belonging to the Company. Executive agrees at all times hereafter to hold in the strictest confidence, and not to use or disclose to any person or entity, any Confidential Information of the Company. Employee Executive understands that “Confidential Information” means any Company or associated third party proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, customer lists and customers (including, but not limited to, customers of the Company on whom Employee Executive has called or with whom Employee he became acquainted during the term of Employee’s his employment), markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information disclosed to Employee Executive by the Company either directly or indirectly, in writing, orally, or by drawings or observation of parts or equipment. Employee Executive further understands that Confidential Information does not include any of the foregoing items that have become publicly known and made generally available through no wrongful act of EmployeeExecutive’s or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof. Employee Executive hereby grants consent to notification by the Company to any new employer about EmployeeExecutive’s obligations under this sectionparagraph. Employee Executive represents that Employee he has not to date misused or disclosed Confidential Information to any unauthorized party. Employee’s signature below constitutes Employee’s certification under penalty of perjury that Employee has returned all documents and other items provided to Employee by the Company, developed or obtained by Employee in connection with Employee’s employment with the Company, or otherwise belonging to the Company (with the exception of a copy of the Employee Handbook and personnel documents specifically relating to Employee).

Appears in 1 contract

Samples: Separation Agreement and Release (Vitality Biopharma, Inc.)

Trade Secrets and Confidential Information/Company Property. Employee agrees at all times hereafter to hold in the strictest confidence, and not to use or disclose to any person or entity, any Confidential Information of the CompanyCompany and, if applicable, to continue to abide by the terms of the Confidentiality Agreement. Employee understands that “Confidential Information” means any Company or associated third party proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, customer lists and customers (including, but not limited to, customers of the Company on whom Employee has called or with whom Employee became acquainted during the term of Employee’s employment), markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information disclosed to Employee by the Company either directly or indirectly, in writing, orally, or by drawings or observation of parts or equipment. Employee further understands that Confidential Information does not include any of the foregoing items that have become publicly known and made generally available through no wrongful act of Employee’s or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof. Employee hereby grants consent to notification by the Company to any new employer about Employee’s obligations under this sectionparagraph. Employee represents that Employee has not to date misused or disclosed Confidential Information to any unauthorized party. Employee’s signature below constitutes Employee’s certification under penalty of perjury that Employee has returned all documents and other items provided to Employee by the Company, developed or obtained by Employee in connection with Employee’s employment with the Company, or otherwise belonging to the Company (with the exception of a copy of the Employee Handbook and personnel documents specifically relating to Employee). Employee will be permitted to retain his personal computer and mobile devices, provided that he first makes them available to FLIR so that the confidential and proprietary information can be removed.

Appears in 1 contract

Samples: Separation and Release of Claims Agreement (Flir Systems Inc)

Trade Secrets and Confidential Information/Company Property. Employee reaffirms and agrees to observe and abide by the terms of the Confidentiality Agreement, specifically including the provisions therein regarding nondisclosure of the Company’s trade secrets and confidential and proprietary information, and nonsolicitation of Company employees. Employee agrees at all times hereafter to hold in the strictest confidence, and not to use or disclose to any person or entity, any Confidential Information of the Company. Employee understands that “Confidential Information” means any Company or associated third party proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, proposals, proposed business dealings, customer lists and customers (including, but not limited to, customers of the Company on whom Employee has called or with whom Employee he became acquainted during the term of Employee’s his employment), markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information disclosed to Employee by the Company either directly or indirectly, in writing, orally, or by drawings or observation of parts or equipment. Employee further understands that Confidential Information does not include any of the foregoing items that have become publicly known and made generally available through no wrongful act of Employee’s or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof. Employee hereby grants consent to notification by the Company to any new employer about Employee’s obligations under this sectionparagraph. Employee represents that Employee he has not to date misused or disclosed Confidential Information to any unauthorized party. Employee’s signature below constitutes Employee’s his certification under penalty of perjury that Employee he has returned all documents and other items provided to Employee by the Company, developed or obtained by Employee in connection with Employee’s his employment with the Company, or otherwise belonging to the Company (with the exception of a copy of the Employee Handbook and personnel documents specifically relating to Employee)Company.

Appears in 1 contract

Samples: Separation Agreement and Release (Intevac Inc)

Trade Secrets and Confidential Information/Company Property. Employee Executive acknowledges that during Executive’s employment, Executive may have obtained confidential, proprietary and trade secret information, including, but not limited to, information relating to the Company’s products, plans, and designs. Executive reaffirms and agrees to observe and abide by the terms of the Confidentiality Agreement, specifically including the provisions therein regarding nondisclosure of the Company’s Confidential Information and non-solicitation of the Company’s employees. Executive agrees at all times hereafter to hold in the strictest confidence, and not to use or disclose to any person or entity, any Confidential Information of the Company. Employee Executive understands that “Confidential Information” means any Company or associated third party proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, customer lists and customers (including, but not limited to, customers of the Company on whom Employee Executive has called or with whom Employee Executive became acquainted during the term of EmployeeExecutive’s employment), markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information disclosed to Employee Executive by the Company either directly or indirectly, in writing, orally, or by drawings or observation of parts or equipment. Employee Executive further understands that Confidential Information does not include any of the foregoing items that have become publicly known and made generally available through no wrongful act of EmployeeExecutive’s or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof. Employee hereby grants consent to notification by the Company to any new employer about Employee’s obligations under this section. Employee Executive represents that Employee Executive has not to date misused or disclosed Confidential Information to any unauthorized party. EmployeeSubject to Executive’s signature below constitutes Employee’s certification under penalty of perjury right to engage in Protected Activity (as defined herein), Executive agrees not to use or disclose any such confidential information unless required by subpoena or court order, and that Employee has returned all documents and other items provided to Employee by the Company, developed or obtained by Employee in connection with Employee’s employment with the Company, or otherwise belonging to Executive will first give the Company (written notice of such subpoena or court order with reasonable advance notice to permit the exception of a copy of the Employee Handbook and personnel documents specifically relating Company to Employee)oppose such subpoena or court order if it chooses to do so.

Appears in 1 contract

Samples: Transition Agreement and Release (A10 Networks, Inc.)

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Trade Secrets and Confidential Information/Company Property. Employee reaffirms and agrees at all times hereafter to hold in observe and abide by the strictest confidenceterms of the Confidentiality Agreement, and not to use or disclose to any person or entity, any Confidential Information specifically including the provisions therein regarding nondisclosure of the Company. Employee understands that “Confidential Information” means any Company or associated third party ’s trade secrets and confidential and proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, customer lists and customers (including, but not limited to, customers of the Company on whom Employee has called or with whom Employee became acquainted during the term of Employee’s employment), markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information disclosed to Employee by the Company either directly or indirectly, in writing, orally, or by drawings or observation of parts or equipmentall restrictive covenants. Employee further understands acknowledges that Confidential Information does the non-disclosure obligations in the Confidentiality Agreement do not include any of the foregoing items that have become publicly known and made generally available through no wrongful act of Employee’s restrict Employee from disclosing work-related sexual harassment or of others who were under confidentiality obligations as sexual assault to the item or items involved or improvements or new versions thereof. Employee hereby grants consent to notification by the Company to any new employer about Employee’s obligations extent such disclosures are protected under this section. Employee represents that Employee has not to date misused or disclosed Confidential Information to any unauthorized partyRCW 49.44.210. Employee’s signature below constitutes Employee’s certification under penalty of perjury that that, after a diligent search, Employee has returned all documents and other items Company property provided to Employee by the CompanyCompany (whether in physical or electronic form), developed or obtained by Employee in connection with Employee’s employment with the Company, or otherwise belonging to the Company, including, but not limited to, any and all confidential, proprietary and trade secret information, as well as all passwords to any software or other programs or data that Employee used in performing services for the Company. The Company has obtained an image of the hard drive of Employee’s Company-issued laptop (the “Laptop”) and agrees that Employee may retain the Laptop; provided that on or before the Separation Date, Executive must have provided the Laptop to the Company for the review and/or removal of any Company property (including, but not limited to, any Company or associated third party confidential information, trade secrets, or licensed software) from the Laptop as the Company deems appropriate. During the ten (10) day period immediately following the Separation Date, the Company will reasonably cooperate with Employee to provide access to Employee’s Company email account under supervision by the exception Company or a Company designee, for the sole purposes of (a) Employee’s retrieval of a copy of her personal contacts (excluding any business contacts or contacts otherwise developed in the Employee Handbook course of her employment with the Company), (b) Employee’s retrieval of an electronic book from Tachi, and personnel documents specifically relating (c) to Employee)access and reset personal accounts connected to Company email.

Appears in 1 contract

Samples: Separation Agreement and Release (Athira Pharma, Inc.)

Trade Secrets and Confidential Information/Company Property. Employee agrees at all times hereafter to hold in the strictest confidence, and not to use or disclose to any person or entityperson, any Confidential Information of the Company. Employee understands that “Confidential Information” means any Company or associated third party proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, customer lists and customers (including, but not limited to, customers of the Company on whom Employee has called or with whom Employee he/she became acquainted during the term of Employee’s his/her employment), markets, software, developments, inventions, discoveries, ideas, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, pricing information, or other business information disclosed to Employee by the Company either directly or indirectly, in writing, orally, or by drawings or observation of parts or equipment. Employee further understands that Confidential Information does not include any of the foregoing items that have become publicly known and made generally available through no wrongful act of Employee’s or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof. Employee hereby grants consent to notification by the Company to any new employer about Employee’s obligations under this sectionparagraph. Employee represents that Employee he/she has not to date misused or disclosed Confidential Information to any unauthorized party. Employee’s signature below constitutes Employee’s his/her certification under penalty of perjury that Employee he/she has returned all documents and other items provided to Employee by the Company, developed or obtained by Employee in connection with Employee’s his/her employment with the Company, or otherwise belonging to the Company (with Company. Notwithstanding the exception foregoing, pursuant to 18 U.S.C. Section 1833(b), Employee will not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a copy trade secret that: (1) is made in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney, and solely for the purpose of the Employee Handbook and personnel documents specifically relating to Employee)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.

Appears in 1 contract

Samples: Separation Agreement and Release (Organovo Holdings, Inc.)

Trade Secrets and Confidential Information/Company Property. Employee Executive agrees at all times hereafter to hold in the strictest confidence, and not to use or disclose to any person or entity, any Confidential Information of the Company. Employee Executive understands that "Confidential Information" means any Company or associated third party proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, customer lists and customers (including, but not limited to, customers of the Company on whom Employee he has called or with whom Employee he became acquainted during the term of Employee’s his employment), markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information disclosed to Employee him by the Company either directly or indirectly, in writing, orally, or by drawings or observation of parts or equipment. Employee Executive further understands that Confidential Information does not include any of the foregoing items that have become publicly known and made generally available through no wrongful act of Employee’s his or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof. Employee Executive hereby grants consent to notification by the Company to any new employer about Employee’s his obligations under this section. Employee Executive represents that Employee he has not to date misused or disclosed Confidential Information to any unauthorized party. EmployeeIn connection with Executive’s agreement to protect the Company’s Confidential Information, Executive reaffirms and agrees to observe and abide by the terms of the Surviving Provisions. Executive’s signature below constitutes EmployeeExecutive’s certification under penalty of perjury that Employee Executive has returned all documents and other items provided to Employee Executive by the Company, developed or obtained by Employee him in connection with Employee’s his employment with the Company, or otherwise belonging to the Company (with the exception of a copy of the Employee Handbook and personnel documents specifically relating to EmployeeExecutive), including any provided during the Transition Period.

Appears in 1 contract

Samples: Separation Agreement and Release (National Instruments Corp)

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