Use and Protection of Proprietary Information Sample Clauses

Use and Protection of Proprietary Information. Xxxxxxxxxx agrees not to disclose any of BRCB’s Proprietary Information to any person, other than to Franchisee’s employees, and then only to the extent necessary for the operation of the BRCB Coffee Bar. Franchisee will require its General Manager, as defined in Section 9.1 of this Agreement, to execute a Manager’s Confidentiality Agreement substantially in the form attached to this Agreement, unless Franchisee’s General Manager is the same person as Franchisee or an owner of at least a one-half undivided ownership interest in Franchisee. Franchisee will keep the Operations Manual and all other tangible records of Proprietary Information in a secure location at the BRCB Coffee Bar, and will take reasonable precautions to prevent the disclosure of any of the Proprietary Information to any unauthorized person. Franchisee will not make copies of any of the Proprietary Information fixed in any medium. Franchisee will be responsible to BRCB for any misuse or publication of BRCB’s Proprietary Information by any of Franchisee’s employees.
Sample 1Sample 2
AutoNDA by SimpleDocs
Use and Protection of Proprietary Information. All non-public technical or business information disclosed by one party to the other party in the course of providing or receiving Services under this Agreement shall be held in confidence, deemed the property of the disclosing party and returned upon request, provided that such information has been provided in tangible form (which for this purpose includes electronic mail and comparable transmissions) and is marked as proprietary by the disclosing party prior to or promptly after its disclosure. Without seeking or purporting to allocate or determine intellectual property or other rights, for purposes of the parties’ non-disclosure obligations hereunder, optimization recommendations, network designs, communications usage data, the identity and configuration of equipment/networks and all Customer Proprietary Network Information (“CPNI”), as that term is or may hereinafter be defined by the Federal Communications Commission, of Customer and Users shall be deemed the Customers property and shall be held in confidence by AT&T regardless of whether it has been provided in tangible form or marked as proprietary, and shall not be deemed the property of AT&T. The receiving party shall: (1) hold such information in confidence for three (3) years after any termination of this Agreement; (2) restrict disclosure of such information on a need to know basis solely to its employees, employees of its affiliated companies, and to its agents and consultants who have executed a non-disclosure agreement substantially in the form of Exhibit ND; and (3) use the same degree of care as it uses for its own proprietary information to prevent the unauthorized disclosure, use or publication of such proprietary information.
Sample 1
Use and Protection of Proprietary Information. During the term of this Agreement and for a period of three (3) years from the date of its expiration or termination, Recipient agrees to maintain in strict confidence, including but not limited to preventing disclosure to competitors of either WORLDSPAN or AT&T, all Proprietary Information. Recipient shall not, without obtaining the Disclosing Party’s written consent, use Proprietary Information for any purpose other than for purposes associated with the offer or provision of Services to WORLDSPAN and for purposes of AT&T’s design, configuration and provision of Services to WORLDSPAN. Recipient shall use, and shall take reasonable steps to arrange for other persons authorized to receive Proprietary Information to use, due care to protect such information. Recipient may produce extracts and summaries of the Proprietary Information consistent with its permitted use of the information.
Sample 1
Use and Protection of Proprietary Information. 8.1 SAC acknowledges and agrees that all code, inventions, algorithms, know-how, ideas, software, and all other business, technical and financial information relating to the Products ("Proprietary Information") embody proprietary information of substantial value to Inter-Con. However, Inter-Con and SAC acknowledge and agree that the code, inventions, algorithms, knowledge, ideas, and software included in the Proprietary Information may be used by SAC in the development of other non-competitive products. Accordingly, SAC agrees that it will not use the Proprietary Information itself or for the benefit of any other person to develop products which would compete directly or indirectly with any of the Products or any improvements of such Products and SAC shall maintain all Inter-Con business and financial information in confidence and shall neither use, copy or disclose, nor permit any personnel of SAC to use, copy, or disclose, such business and financial information for any purpose not specifically authorized under this Agreement or otherwise. In the event that Inter-Con or any successor or assign of Inter-Con for any reason abandons either the business of marketing, distributing or manufacturing the Products or similar products for a period of twelve (12) consecutive months, then the foregoing non-competition covenant agreement of SAC contained herein shall be null, void and of no further force and effect.
Sample 1
Use and Protection of Proprietary Information. (a) Unless provided otherwise in this Agreement, Participant: (i) shall hold the Proprietary Information in trust and confidence; (ii) shall not disclose, reveal, copy, make accessible or make available to any person or entity any Proprietary Information; (iii) shall only use the Proprietary Information for the limited purpose of assisting Participant’s immediate special needs family members, or assisting those special needs individuals whom Participant has participated in an Activity with, or assisting special needs individuals who are the patients/clients of Participant;
Sample 1
Use and Protection of Proprietary Information. (Feb 2019)
Sample 1
Use and Protection of Proprietary Information. (a) For Purposes of this Agreement, “Proprietary Information” shall include all of Fully Fit’s trade secrets as defined under Illinois law, as well as any other information or material that is not generally known to the public and that is related to the Technique or the Program, whether or not filed, perfected, registered, or recorded including, but not limited to:
Sample 1
AutoNDA by SimpleDocs

Related to Use and Protection of Proprietary Information

  • Ownership and Protection of Proprietary Information (i) As used herein, the term “

  • Protection of Proprietary Information The Seller has taken all reasonable steps to maintain the confidentiality of and otherwise protect and enforce their rights in all proprietary information pertaining to the Seller or any Seller Product. Without limiting the generality of the foregoing, no portion of the source code for any software ever owned or developed by the Seller has been disclosed or licensed to any escrow agent or other Person.

  • Definition of Proprietary Information The Executive acknowledges that he may be furnished or may otherwise receive or have access to confidential information which relates to the Company’s past, present or future business activities, strategies, services or products, research and development; financial analysis and data; improvements, inventions, processes, techniques, designs or other technical data; profit margins and other financial information; fee arrangements; compilations for marketing or development; confidential personnel and payroll information; or other information regarding administrative, management, or financial activities of the Company, or of a third party which provided proprietary information to the Company on a confidential basis. All such information, including in any electronic form, and including any materials or documents containing such information, shall be considered by the Company and the Executive as proprietary and confidential (the “Proprietary Information”).

  • Use of Proprietary Information Officer recognizes that Corporation possesses a proprietary interest in all of the information described in Section 6 and has the exclusive right and privilege to use, protect by copyright, patent or trademark, manufacture or otherwise exploit the processes, ideas and concepts described therein to the exclusion of Officer, except as otherwise agreed between Corporation and Officer in writing. Officer expressly agrees that any products, inventions, discoveries or improvements made by Officer, his agents or affiliates based on or arising out of the information described in Section 6 shall be (i) deemed a work made for hire under the terms of United States Copyright Act, 17 U.S.C. § 101 et seq., and Corporation shall be the owner of all such rights with respect thereto and (ii) the property of and inure to the exclusive benefit of Corporation.

  • Return of Proprietary Information The Executive acknowledges and agrees that all the Proprietary Information used or generated during the course of working for the Company Group is the property of the Company Group. The Executive agrees to deliver to the Company Group all documents and other tangibles (including diskettes and other storage media) containing the Proprietary Information at any time upon request by the Board of Trustees during his employment and immediately upon termination of his employment.

  • Confidentiality of Proprietary Information Employee agrees, during or after the term of this employment, not to reveal confidential information, or trade secrets to any person, firm, corporation, or entity. Should Employee reveal or threaten to reveal this information, the Company shall be entitled to an injunction restraining the Employee from disclosing same, or from rendering any services to any entity to whom said information has been or is threatened to be disclosed. The right to secure an injunction is not exclusive, and the Company may pursue any other remedies it has against the Employee for a breach or threatened breach of this condition, including the recovery of damages from the Employee.

  • Restriction on Disclosure and Use of Confidential Information and Trade Secrets Executive understands and agrees that the Confidential Information and Trade Secrets constitute valuable assets of the Company and its affiliated entities, and may not be converted to Executive’s own use. Accordingly, Executive hereby agrees that Executive shall not, directly or indirectly, at any time during the Restricted Period reveal, divulge, or disclose to any Person not expressly authorized by the Company any Confidential Information, and Executive shall not, directly or indirectly, at any time during the Restricted Period use or make use of any Confidential Information in connection with any business activity other than that of the Company. Throughout the term of this Agreement and at all times after the date that this Agreement terminates for any reason, Executive shall not directly or indirectly transmit or disclose any Trade Secret of the Company to any Person, and shall not make use of any such Trade Secret, directly or indirectly, for himself or for others, without the prior written consent of the Company. The parties acknowledge and agree that this Agreement is not intended to, and does not, alter either the Company’s rights or Executive’s obligations under any state or federal statutory or common law regarding trade secrets and unfair trade practices. Anything herein to the contrary notwithstanding, Executive shall not be restricted from disclosing or using Confidential Information that is required to be disclosed by law, court order or other legal process; provided, however, that in the event disclosure is required by law, Executive shall provide the Company with prompt notice of such requirement so that the Company may seek an appropriate protective order prior to any such required disclosure by Executive.

  • Confidentiality/Protection of Customer Information The Company shall keep confidential and shall not divulge to any party, without the Purchaser's prior written consent, the price paid by the Purchaser for the Mortgage Loans, except to the extent that it is reasonable and necessary for the Company to do so in working with legal counsel, auditors, taxing authorities or other governmental agencies. Each party agrees that it shall comply with all applicable laws and regulations regarding the privacy or security of Customer Information and shall maintain appropriate administrative, technical and physical safeguards to protect the security, confidentiality and integrity of Customer Information, including maintaining security measures designed to meet the objectives of the Interagency Guidelines Establishing Standards for Safeguarding Customer Information, 66 Fed. Reg. 8616 (the "Interagency Guidelines"). For purposes of this Section, the term "Customer Information" shall have the meaning assigned to it in the Interagency Guidelines.

  • OWNERSHIP AND PROTECTION OF INTELLECTUAL PROPERTY AND CONFIDENTIAL INFORMATION 4.1 All information, ideas, concepts, improvements, discoveries, works of authorship, and inventions, whether patentable or copyrightable or not, which are conceived, reduced to practice, authored, made, developed or acquired by Employee, individually or in conjunction with others, in the scope of Employee's employment by Employer or any of its affiliates, and/or during the term of Employee’s employment (whether during business hours or otherwise and whether on Employer's premises or otherwise) which relate to the business, products or services of Employer or its affiliates (including, without limitation, all such information relating to any corporate opportunities, research, financial and sales data, pricing and trading terms, evaluations, opinions, interpretations, acquisition prospects, the identity of customers or their requirements, the identity of key contacts within the customer's organizations or within the organization of acquisition prospects, or marketing and merchandising techniques, prospective names, and marks), and all documents, things, writings and items of any type or in any media embodying any of the foregoing (collectively, “Developments”), and any and all proprietary rights of any kind thereto, including without limitation all rights relating to patents, copyrights, trade secrets, and trademarks, shall be the sole and exclusive property of Employer or its affiliates, as the case may be. Employee hereby assigns to Employer any and all rights Employee might otherwise have in and to any such Developments, and any and all proprietary rights of any kind thereto, including without limitation all rights relating to patents, copyrights, trade secrets, and trademarks.

  • Nondisclosure of Proprietary Information (a) Except in connection with the faithful performance of Executive’s duties hereunder or pursuant to Section 6(c) and (e), Executive shall, in perpetuity, maintain in confidence and shall not directly, indirectly or otherwise, use, disseminate, disclose or publish, or use for Executive’s benefit or the benefit of any person, firm, corporation or other entity (other than the Company) any confidential or proprietary information or trade secrets of or relating to the Company (including, without limitation, business plans, business strategies and methods, acquisition targets, intellectual property in the form of patents, trademarks and copyrights and applications therefor, ideas, inventions, works, discoveries, improvements, information, documents, formulae, practices, processes, methods, developments, source code, modifications, technology, techniques, data, programs, other know-how or materials, owned, developed or possessed by the Company, whether in tangible, intangible or electronic form, information with respect to the Company’s operations, processes, products, inventions, business practices, finances, principals, vendors, suppliers, customers, potential customers, marketing methods, costs, prices, contractual relationships, regulatory status, prospects and compensation paid to employees or other terms of employment) (collectively, the “Confidential Information”), or deliver to any person, firm, corporation or other entity any document, record, notebook, computer program or similar repository of or containing any such Confidential Information. The Parties hereby stipulate and agree that, as between them, any item of Confidential Information is important, material and confidential and affects the successful conduct of the businesses of the Company (and any successor or assignee of the Company). Notwithstanding the foregoing, Confidential Information shall not include any information that has been published in a form generally available to the public or is publicly available or has become public or general industry knowledge prior to the date Executive proposes to disclose or use such information, provided, that such publishing or public availability or knowledge of the Confidential Information shall not have resulted from Executive directly or indirectly breaching Executive’s obligations under this Section 6(a) or any other similar provision by which Executive is bound, or from any third-party breaching a provision similar to that found under this Section 6(a). For the purposes of the previous sentence, Confidential Information will not be deemed to have been published or otherwise disclosed merely because individual portions of the information have been separately published, but only if material features comprising such information have been published or become publicly available.

Time is Money Join Law Insider Premium to draft better contracts faster.