CONFIDENTIAL INFORMATION AND COVENANT NOT TO COMPETE. (a) Employee hereby agrees that, during the Term and thereafter, he will not disclose to any Person, or otherwise use or exploit in competition with Employer or Employer’s Affiliates, any of the proprietary or confidential information or knowledge treated by the Employer or Employer’s Affiliates as confidential, including without limitation, trade secrets, processes, records of research, information included in proposals, reports, methods, processes, techniques, computer software or programming, or budgets or other financial information, regarding Employer or Employer’s Affiliates, its or their business, properties or affairs obtained by him at any time (i) during the Term or (ii) during any employment of Employee with the Employer or any of Employer’s Affiliates prior to the Commencement Date (“Prior Employment”), except to the extent required to perform the Services; PROVIDED that the foregoing shall not apply to: (A) information in the public domain other than by reason of a violation of this Agreement by Employee, or (B) information that Employee is compelled to disclose by operation of law or legal process (so long as Employee provides Employer with prior notice of any such compelled disclosure and an opportunity to defend against such disclosure), or (C) information generally known to Employee by reason of his particular expertise that is not specific to the Employer.
CONFIDENTIAL INFORMATION AND COVENANT NOT TO COMPETE. (a) Executive hereby agrees that, during the term of this Agreement and thereafter, he will not disclose to any person, or otherwise use or exploit any of the proprietary or confidential information or knowledge, including without limitation, trade secrets, processes, records of research, proposals, reports, methods, processes, techniques, computer software or programming, or budgets or other financial information, regarding Employer, its business, properties or affairs obtained by him at any time prior to or subsequent to the execution of this Agreement, except in the furtherance of the interests of Employer in the execution of Executive's duties hereunder or as may be required pursuant to a lawful order of a judicial tribunal or legislative body of competent jurisdiction.
CONFIDENTIAL INFORMATION AND COVENANT NOT TO COMPETE. 5.1 Executive understands that the Company and its affiliates possess Proprietary Information (as defined below) which is important to its business and that this Employment Agreement creates a relationship of confidence and trust between Executive and the Company and its affiliates with regard to Proprietary Information. Nothing in this Section 5 shall be deemed modified or terminated in the event of the termination or expiration of this Employment Agreement.
CONFIDENTIAL INFORMATION AND COVENANT NOT TO COMPETE. Acceptance of this Agreement requires the Executive's separate signature and acceptance of the Confidential Information and Non-Compete Agreement attached to this Agreement as Exhibit A.
CONFIDENTIAL INFORMATION AND COVENANT NOT TO COMPETE. Each of the Shareholders hereby covenants and agrees as follows:
CONFIDENTIAL INFORMATION AND COVENANT NOT TO COMPETE. All payments and ----------------------------------------------------- benefits to Xxxxxxx shall be subject to Xxxxxxx' compliance with this Agreement and the provisions of this Section 7. However, Xxxxxxx' covenants contained in this Section 7 shall terminate and shall be unenforceable and of no further legal force or effect in the event the Company, its successors or assigns, becomes insolvent, is liquidated or ceases for any reason to conduct business operations for a continuous period of at least thirty (30) days.
CONFIDENTIAL INFORMATION AND COVENANT NOT TO COMPETE. 5.1 Proprietary Information and Inventions. Executive understands and agrees that he will execute and be bound by a Proprietary Information and Inventions Agreement in the form attached hereto as Exhibit 1.
CONFIDENTIAL INFORMATION AND COVENANT NOT TO COMPETE. (a) The Employee hereby agrees that, during the term of the Agreement and thereafter, he will not disclose to any person or otherwise use or exploit any of the proprietary or confidential information, including, without limitation, trade secrets, processes, records of research, proposals, programming, budgets or customer lists, regarding the Company, its business, properties, or affairs obtained by him at any time prior to or subsequent to the execution of this Agreement, except to the extent required by his performance of assigned duties for the Company.
CONFIDENTIAL INFORMATION AND COVENANT NOT TO COMPETE. (a) Employer acknowledges that Executive has certain professional obligations to third parties described in Exhibit "A" hereto and that Executive will continue to perform those obligations. With respect to such of those professional obligations as may or may appear to constitute a conflict between the interests of Employer and the interests of such third parties, Employer and Executive agree that Executive shall not provide services to Employer or such third parties in connection with any maters now existing or hereafter arising in which the interests of Employer or such third parties are adverse or have the potential to be adverse.
CONFIDENTIAL INFORMATION AND COVENANT NOT TO COMPETE. (a) The Employee hereby agrees that, during the term of this Agreement and thereafter, he or she will not disclose to any person, or otherwise use or exploit any of the proprietary or confidential information or knowledge, including without limitation, trade secrets, processes, records of research, proposals, reports, methods, processes, techniques, computer software or programming, customer lists, or budgets or other financial information, regarding the Company, its business, properties or affairs obtained by him or her at any time prior to or subsequent to the execution of this Agreement, except to the extent required by his performance of assigned duties for the Company. (b) Upon termination of this Agreement, the Employee will deliver to the Company all tangible displays and repositories of trade secrets, processes, records of research, proposals, reports, memoranda, methods, processes, techniques, computer software and programming, customer lists, or budgets or other financial information, and other materials or records or writings of any other type (including any copies thereof) made, used or obtained by the Employee in connection with this Agreement. (c) The Employee hereby agrees that during the period from the date hereof through and including one year after the expiration of the term hereof, he or she will: (i) neither authorize his or her name to be used by, (ii) nor engage in or carry on, directly or indirectly, for himself, as a member of partnership, as a controlling stockholder, officer or director of a corporation (other that the Company or any successor of the Company), or as an employee, agent, associate or consultant of any person, partnership, corporation (other than the Company or any successor of the Company) or other business entity, any business in competition with any business carried on or conducted, directly or indirectly, by the Company prior to the date hereof or hereafter, in the Counties of Orange or Los Angeles of the State of California or any other county where business is then carried on or conducted by the Company. (d) The Employee agrees that the remedy at law for any breach by him of any of the covenants and agreements set forth in this Paragraph 10 will be inadequate and that in the event of such any such breach, the Company may, in addition to other remedies which may be available to it at law, obtain injunctive relief prohibiting him (together with all those persons associated with him) from the breach of such coven...
