Trade Secrets; Confidential Information. (A) Employee hereby covenants and agrees not to use or disclose any Confidential Information (as hereinafter defined) or trade secrets except to authorized representatives of the Corporation or except as required by any governmental or judicial authority; provided, however, that the foregoing restrictions shall not apply to items that, through no fault of Employee’s, have entered the public domain.
Trade Secrets; Confidential Information. Executive covenants and agrees that, at all times during and after the Restricted Period, he shall keep secret and not disclose to others or appropriate to his own use or the use of others any trade secrets, or secret or confidential information or knowledge pertaining to the Company Business or the affairs of the Company or any of its affiliates including without limitation trade know-how, trade secrets, consultant contracts, customer lists, pricing policies, operational methods, marketing plans or strategies, product development techniques or plans, business acquisition plans, new personnel acquisition plans, technical processes, designs and design projects, inventions and research projects; provided, however, that the following shall not constitute a breach or violation of this Paragraph: any disclosure made by the Executive in the course of his employment by the Company as provided in this Agreement, or any disclosure reasonably believed by Executive to be compelled by law or legal process. Information shall not be deemed confidential or secret for purposes of this Agreement if it is generally known in the industry.
Trade Secrets; Confidential Information. Employee covenants and agrees that at all times during and after the Restricted Period, she shall keep secret and not disclose to others or appropriate to her own use or the use of others any trade secrets, or secret or confidential information or knowledge pertaining to the Company Business or the affairs of the Company, including without limitation trade know-how, trade secrets, consultant contracts, customer lists, pricing policies, operational methods, marketing plans or strategies, product development techniques or plans, business acquisition plans, new personnel acquisition plans, technical processes, designs and design projects, inventions and research projects. Information shall not be deemed confidential or secret for purposes of this Agreement if it is generally known in the industry.
Trade Secrets; Confidential Information. Employee shall not, at any time after the date of this Employment Agreement, including but not limited to any time during the term of this Agreement or after its termination, at any time or in any manner, either directly or indirectly, divulge, disclose or communicate to any person or firm, corporation, partnership or any other entity, any information concerning any trade secrets or confidential business matters affecting or relating to the Employer or its affiliates. Proprietary or confidential information refers to any non-public information not generally known among Employer’s or its affiliates’ competitors and that has commercial value to Employer or its affiliates. By way of illustration only, but not limitation, proprietary or confidential information includes: inventions; developments; designs; improvements; formulas; processes; production information; techniques; data; software; database; plans for research; development and new products; marketing and sales plans and strategies; information regarding business plans; budgets and unpublished financial statements; licenses, prices and costs in development which are not public information; information concerning vendors, suppliers and customers; confidential information regarding the skills and compensation of other employees of Employer or its affiliates; or any information designated by Employer or its affiliates as confidential. Examples of specific information that falls into the above categories and is therefore confidential includes, but is in no way limited to: any names of or confidential information concerning employees, independent contractors or agents of the Employer or its affiliates; names of or information concerning clients or customers of Employer or prospective clients or customers; the prices at which Employer or any affiliate intends to sell or has licensed or sold its products and services; or any other information concerning the business of the Employer or its affiliates, the manner in which Employer or any affiliate conducts its operations, its plans, procedures, sales and marketing programs, as well as all other documents, agreements and other data. Employee further understands that Employer or its affiliates have received and in the future will receive from third parties, confidential or proprietary information (“Third Party Information”) subject to a duty on the Employer’s or affiliate’s part to maintain the confidentiality of such information and to use it only for certain re...
Trade Secrets; Confidential Information. (i) The Stockholders recognize and acknowledge that they have had access to certain highly sensitive, special and unique information of Seller that is confidential or proprietary. The Stockholders hereby covenant and agree that they and their Affiliates which they control will not (A) as to Trade Secrets (as defined in this Section 6.12(f)), as long as they remain Trade Secrets, and (B) as to Confidential Information (as defined in this Section 6.12(f)), during the Noncompete Period, use or disclose any Trade Secrets or Confidential Information, except for disclosures to authorized representatives of Seller or Purchaser; provided, however, that the foregoing restrictions shall not apply to items that have entered the public domain other than by an unauthorized disclosure by the Stockholders or their Affiliates, or any items required to be disclosed by a Governmental Authority or under applicable Laws.
(ii) For purposes of this Agreement, (A) "Trade Secret" means any information, including, but not limited to, technical or non-technical data, a formula, a pattern, a compilation, a program, a device, a method, a technique, a set of guidelines, a procedure, a drawing, a process, financial data, financial plans, product plans or a list of actual or potential customers or suppliers of Seller, whether currently existing or hereafter developed or acquired by Seller, that derives economic value, actual or potential, from not being generally known to and not being readily ascertainable by proper means by other persons who can obtain economic value from its disclosure or use and is the subject of efforts that are reasonable under the circumstances to maintain its secrecy; and (B) "Confidential Information" is any data or information of Seller other than Trade Secrets which is competitively sensitive and not generally known to the public.
Trade Secrets; Confidential Information. Seller recognizes and acknowledges that it has had access to certain highly sensitive, special or unique information that is confidential or proprietary, and agrees that it shall not at any time after the date hereof, use or divulge, furnish or make accessible to anyone (other than in the regular course of the business of Seller) any knowledge or information of a confidential or secret nature with respect to the business affairs (including, but not limited to, any information concerning customers or accounts) of Seller except as may otherwise be required by law or may otherwise become public knowledge from a source, other than Seller, who are entitled to disclose such information.
Trade Secrets; Confidential Information. Employee recognizes that the Employee shall be employed in a sensitive position that involves a relationship of trust and confidence. During the course of the Employee’s employment or hiring, the Employee may receive, develop, otherwise acquire, have access to or become acquainted with trade secrets or other confidential and sensitive information relating to the business of the Company. In this regard, the Employee understands and hereby agrees that the term “trade secrets” shall include, but not be limited to, customer lists, potential customer lists, all information stored in the company database such as notes, proposals, historical sales, pricing strategies, price quotes to customers or potential customers, customer contracts, all devices, methods, techniques, compilations, processes, job specifications, product specifications, work and product samples, future plans, costs, financial information and data, training materials and information, customer files, pricing structure, pricing lists, job lists, job order information, software data, computer disks, vendor suppliers’ lists and contact persons, market analysis, marketing plans, cost and pricing information, labor rates and piece-work prices, the names, contact information, buying habits or practices of any of the Company’s customers and potential customers, know-how, vendors, suppliers, or employees, written business records, business files, computer data, business operating forms, documents, specifications, plans, and compilations of information concerning the business, customers, or employees of the Company. If it is at any time determined that any of the information or materials identified above are, in whole or in part, not entitled to protection as trade secrets, the Employee agrees that they shall nevertheless be considered and treated as confidential information that is protected under this Agreement, in the same manner as trade secrets, to the maximum extent permitted by law.
Trade Secrets; Confidential Information. (a) Executive acknowledges that, during his employment with the Company he will acquire Trade Secrets and other Confidential Information (as defined in Exhibit A attached hereto), including information relating to the business of the Company, business methods and plans, customers, products and pricing. The Company considers plans for research, development, current and new products, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, production, customers, potential customers and any other information related to business conducted between such persons and the Company to be Trade Secrets and, as such, the confidential, sole and exclusive property of the Company.
(b) Executive understands that all Records (as defined in Exhibit A hereto) also constitute Confidential Information (and may constitute Trade Secrets) of the Company, and that his obligations continue at all times during and after his employment. These Records do not become any less confidential or proprietary to the Company because Executive may commit some of them to memory or because he may otherwise maintain them outside of the Company’s offices.
(c) Executive shall not, at any time during the term of his employment or after the termination of his employment, disclose to others, either directly or indirectly, or take or use for Executive’s own purposes or the purposes of others, either directly or indirectly, any trade secret or any Confidential Information, knowledge, data or know-how of the Company. Executive agrees that all Confidential Information of the Company is to be used by him solely and exclusively for the purpose of conducting business on behalf of the Company or its affiliated companies. If Executive resigns or is terminated from his employment for any reason, he agrees to immediately return all (and shall not keep a copy of any) Confidential Information, including Confidential Information maintained by him in his office, personal electronic devices and/or at home.
Trade Secrets; Confidential Information. (a) The Employee recognizes and acknowledges that during the course of the Employee's employment by the Company, the Company has disclosed and will furnish, disclose, or make available to the Employee trade secrets, as defined in Georgia statute 10-1-760, et seq., also known as the Georgia Trade Secrets Act of 1990 ("Trade Secrets"), which Trade Secrets the
Trade Secrets; Confidential Information. PNM may provide this Agreement, and any information provided to PNM in support of this Agreement, to the Commission. Any Customer information provided to PNM by Customer that is a trade secret or confidential must be marked as Trade Secret or Confidential, as applicable, but PNM cannot guarantee that the Commission will not require disclosure of such information.
