Use and Maintenance of Confidential Information. At all time, both during and after the period of employment hereunder, Employee shall keep and retain in confidence and shall not disclose, except as required in the course of Employee’s employment with the Company and the Bank, to any person or entity, or use for his own purposes, any of this proprietary or confidential information. For purposes of this Section 8, such information shall include, but shall not be limited to: (i) the Company’s or Bank’s standard operating procedures, processes, know-how and technical and product information, any of which is of value to the Company or the Bank and not generally known by the Company’s or Bank’s competitors or the public; (ii) all confidential information obtained by the Company or the Bank from third parties and customers concerning the business of the Company, including any customer lists or data; and (iii) confidential business information of the Company or its affiliates, including marketing and business plans, strategies, projections, business opportunities, client lists, customer list, confidential information by customers or clients, sales and cost information and financial results and performance. Employee acknowledges that the obligations pertaining to the confidentiality and non-disclosure of information shall remain in effect indefinitely, or until the Company has released any such information into the public domain, in which case Employee’s obligation hereunder shall cease with respect only to such information so released.
Use and Maintenance of Confidential Information. At all times, both during and after the period of employment hereunder, Employee shall keep and retain in confidence and shall not disclose, except as required in the course of Employee's employment with the Company and the Bank, to any person or entity, or use for his own purposes, any of this proprietary or confidential information. For purposes of this Section 8, such information shall include, but shall not be limited to: (i) the Company's or Bank's standard operating procedures, processes, know-how and technical and product information, any of which is of value to the Company or the Bank and not generally known by the Company's or Bank's competitors or the public; (ii) all confidential information obtained by the Company or the Bank from third parties and customers concerning the business of the Company, including any customer lists or data; and
Use and Maintenance of Confidential Information. Except as otherwise specifically authorized by any other provision of the Agreement, SONIFI and Company each shall hold the other Party’s Confidential Information in strict confidence and shall protect the other Party’s Confidential Information from unauthorized disclosure and unauthorized use with at least the same level of care as it protects its own information of a like nature, but no less than reasonable care. Unless otherwise expressly permitted in the Agreement, the Receiving Party may disclose the Disclosing Party’s Confidential Information only to the Receiving Party’s officers, employees, advisors, contractors, subcontractors, agents and permitted assigns and permitted successors who have a need to know the Disclosing Party’s Confidential Information in the course of fulfilling the Receiving Party’s obligations under the Agreement and/or to the extent required for the Receiving Party to enforce its rights against the Disclosing Party, including filing a lawsuit or instituting arbitration or mediation. SONIFI and Company shall each cause their respective officers, employees, advisors, contractors, subcontractors, agents, successors, assigns, and affiliates to comply with the requirements of this Subsection 1.17. The Receiving Party is responsible for any breach of the requirements of this Subsection 1.17 by the Receiving Party’s officers, employees, advisors, contractors, subcontractors, agents, successors, assigns, and affiliates. SONIFI and Company may use the other Party’s Confidential Information only to the extent required to fulfill their respective obligations under the Agreement, to enforce their respective rights under this Agreement and/or, to receive the full benefit of the licenses granted by the other Party herein and must not divulge or communicate any of the other Party’s Confidential Information to any person or entity except as expressly permitted by this Subsection 1.17 or another provision of the Agreement. Unless otherwise expressly stated, no provision in the Agreement grants the Receiving Party any express or implied licenses or any express or implied proprietary rights in Confidential Information belonging to the Disclosing Party and each Party retains all right, title, and interest in and to its Confidential Information, unless otherwise expressly stated in the Agreement. The Receiving Party shall not engage, directly or indirectly, in the disassembly, reverse engineering, decompilation, modification or translation of the D...
Use and Maintenance of Confidential Information. At all times, both during and after Employee's employment, Employee shall keep and retain in confidence and shall not disclose, except as required in the course of Employee's employment with the Bank, to any person or entity, or use for his own purposes, any Confidential Information. For purposes of this Section 8, Confidential Information shall include, but shall not be limited to: (i) the Company's or Bank's standard operating procedures, processes, know-how and technical and product information, any of which is of value to the Bank or the Company and not generally known by the Bank's or Company's competitors or the public; (ii) all confidential information obtained by the Bank or the Company from third parties and customers concerning the business of the Bank or that of its customers, including any customer lists or data; and (iii) confidential business information of the Bank and/or the Company, including marketing and business plans, strategies, projections, business opportunities, client lists, customer list, confidential information by customers or clients, sales and cost information and financial results and performance provided, however, that Confidential Information shall not include information that (x) is or becomes generally available to the public or generally known throughout the industry in which the Bank operates through no breach of this Agreement or other wrongful act by Employee (or otherwise has ceased to be confidential or a trade secret, as applicable, through no breach of this Agreement or other wrongful act by Employee ), (y) is or becomes available to Employee (other than as a result of Employee's employment with the Bank or the Company (or any of their respective predecessor entities)) on a non-confidential basis from a source other than the Bank or the Company, provided that such source was not known (and should not reasonably have been known) by Employee to be bound by a confidentiality obligation with respect to such information, or (z) is independently developed by Employee without the use of or reference to any Confidential Information. Employee acknowledges that the obligations pertaining to the confidentiality and non-disclosure of information shall remain in effect indefinitely, or until the Bank or the Company has released any such information into the public domain, in which case Xxxxxx Agreement (3/2018) 7 of 15 (JK) Employee's obligation hereunder shall cease with respect only to such information so released. This Agr...
Use and Maintenance of Confidential Information a. Receiving Party acknowledges that it considers the Proprietary Information it receives to be valuable, confidential and a trade secret. Receiving Party agrees to keep secret and confidential the Proprietary Information of the Disclosing Party, and further agrees to use such information solely for the Permitted Purpose. Disclosing Party will furnish the Receiving Party only with such Proprietary Information as is necessary for the Permitted Purpose. Except as authorized by this Agreement, the Receiving Party shall not use any Proprietary Information for the Receiving Party’s own or any third party's benefit, without the prior written approval of an authorized representative of the Disclosing Party.
Use and Maintenance of Confidential Information. (a)Confidentiality and Loyalty. ______(Initial)
Use and Maintenance of Confidential Information. The Receiving Party agrees not to use any Confidential Information for any purpose except to or the Purpose hereunder and to evaluate and engage in discussions concerning a potential research-based relationship between the Parties hereto. Receiving Party agrees not to disclose any Confidential Information to third parties or to its employees, excepting those employees who are required to have the information in order to evaluate or engage in discussions concerning the contemplated research-based relationship, provided that they are advised of the confidential nature of the Confidential Information and are under an obligation to maintain its confidentiality. The Receiving Party shall immediately notify the Disclosing Party in the event of any unauthorized use or disclosure of the Confidential Information. The Receiving Party shall not reverse-engineer, disassemble, or decompile any prototypes, software, or other tangible objects which embody the Disclosing Party's Confidential Information provided to the Receiving Party hereunder. The Receiving Party shall not use the Confidential Information to procure a commercial advantage over Disclosing Party.
Use and Maintenance of Confidential Information. At all times, both during and after the Term, Hall shall keep and retain in confidence and shall not disclose, except as required in the course of Hall’s providing services to the Company and the Bank and to their respective affiliates, either as an employee or an independent contractor, to any person or entity, or use for his own purposes, any of this proprietary or confidential information. For purposes of this Section 6, such information shall include, but shall not be limited to: (i) the Company’s or the Bank’s standard operating procedures, processes, know-how and technical and product information, any of which is of value to the Company or the Bank and not generally known by the Company’s or the Bank’s competitors or the public; (ii) all confidential information obtained by the Company or the Bank from third parties and customers concerning the business of the Company, including any customer lists or data; and (iii) confidential business information of the Company or its affiliates, including marketing and business plans, strategies, projections, business opportunities, client lists, customer lists, confidential information by customers or clients, sales and cost information and financial results and performance. Hall acknowledges that the obligations pertaining to the confidentiality and non-disclosure of information shall remain in effect indefinitely, or until the Company has released any such information into the public domain, in which case Hall’s obligation hereunder shall cease with respect only to such information so released.
Use and Maintenance of Confidential Information. (a)The Executive acknowledges that heretofore or hereafter during the course of his employment he has produced and may hereafter produce and have access to material, records, data, trade secrets and information not generally available to the public (collectively, "Confidential Information") regarding the Company and its subsidiaries and affiliates. Accordingly, during and subsequent to termination of this Agreement, the Executive shall hold in confidence and not directly or indirectly disclose, use, copy or make lists of any such Confidential Information, except to the extent that such information is or thereafter becomes lawfully available from public sources, or such disclosure is authorized in writing by the Company, required by a law or any competent administrative agency or judicial authority, or otherwise as reasonably necessary or appropriate in connection with performance by the Executive of his duties hereunder. All records, files, documents and other materials or copies thereof relating to the Company's business which the Executive shall prepare or use, shall be and remain the sole property of the Company, shall not be removed from the Company's premises without its written consent, and shall be promptly returned to the Company upon termination of the Executive's employment.
Use and Maintenance of Confidential Information
