Confidentiality and Nonsolicitation Sample Clauses

Confidentiality and Nonsolicitation. (a) The Executive acknowledges that in the course of her employment by the Company, she will or may have access to and become informed of confidential and secret information which is a competitive asset of the Company or its affiliates (“Confidential Information”), including, without limitation, (i) the identity of the Company’s employees, customers and suppliers, (ii) the terms of any agreement between the Company and any employee, customer or supplier, (iii) pricing strategy, (iv) customer locations and preferred routes, (v) marketing methods, (vi) financial results, (vii) strategic plans and analyses, and (viii) any non-public information concerning the Company, its affiliates, employees, suppliers or customers. The Executive agrees that she will keep all Confidential Information in strict confidence during the Term and thereafter, and will never directly or indirectly make known, divulge, reveal, furnish, make available, or use any Confidential Information (except in the course of her regular authorized duties on behalf of the Company). The Executive agrees that the obligations of confidentiality hereunder shall survive termination of her employment at the Company regardless of any actual or alleged breach by the Company of this Agreement, until and unless any such Confidential Information shall have become, through no fault of the Executive, generally known to the public or the Executive is required by law to make disclosure (after giving the Company notice and an opportunity to contest such requirement). The Executive’s obligations under this Section 9 are in addition to, and not in limitation of or preemption of, all other obligations of confidentiality which the Executive may have to the Company under general legal or equitable principles. (b) Except in the ordinary course of the Company’s business, the Executive shall not make or cause to be made, any copies, pictures, duplicates, facsimiles or other reproductions or recordings or any abstracts or summaries including or reflecting Confidential Information. All such documents and other property furnished to the Executive by the Company or otherwise acquired or developed by the Company shall at all times be the property of the Company. Upon termination of the Executive’s employment with the Company for any reason, the Executive will return to the Company any such documents or other property of the Company which are in the possession, custody or control of the Executive.

Confidentiality and Nonsolicitation. Executive agrees that he is subject to the Company's or its Affiliates' standard agreement governing confidentiality and nonsolicitation and to execute such agreement.

Confidentiality and Nonsolicitation. You acknowledge and agree that you have previously executed and delivered the Employee Noncompetition and Nonsolicitation Agreement attached hereto as Exhibit B prior to the Effective Date.

Confidentiality and Nonsolicitation. 6.1 Employee shall not disclose Confidential Information of or about the VDC Entities to any other person, entity, corporation, trust, association or partnership. For the purposes of this Agreement, the term "Confidential Information" shall include, without limitation, information obtained while Employee was employed by the VDC Entities as an officer or in any other capacity, relating to the VDC Entities' financial condition, systems, know-how, designs, formulas, processes, devices, intellectual property (pending or otherwise), inventions, research and development, projects, technologies, communications with third parties such as governmental agencies, customers, suppliers, or vendors, methods of doing business, agreements with customers, suppliers, or vendors or other aspects of the VDC Entities' business which information is generally not available outside of the VDC Entities.

Confidentiality and Nonsolicitation. Pending the Closing, Investor ----------------------------------- will hold in confidence all information obtained from the Shareholders or the Company (or their officers, directors, employees, agents, advisors or representatives) in connection with the transactions completed herein and will use such information only for purposes related to the transactions contemplated hereby. Investor further agrees that, pending the Closing, it will not disclose any such information to any third party except upon the prior written consent of the Shareholders, or except as required by law or except to its advisors and financing sources who have been informed of the confidentiality of such information. If the transactions contemplated hereby are not consummated, Investor will return all such information to the Shareholders and continue to honor the foregoing confidentiality and non-disclosure covenants for a period of five years. Such obligation of confidentiality shall not extend to any information (a) which is shown to be or becomes generally known to others engaged in the same trade or business as the Company (b) previously known to Investor prior to the start of discussions leading to the execution of this Agreement, (c) obtained by Investor in good faith from third parties who are not obligated to maintain the information confidential or (d) that is or becomes public knowledge through no act or omission by Investor or any of its directors, officers, employees, professional advisors or other representatives. Furthermore, if the transactions contemplated hereby are not consummated, Investor agrees that for a period of three years it will not, nor will it permit its officers, directors, employees, agents or representatives to, directly or indirectly solicit or attempt to solicit any of the employees of the Company at the level of manager or above to leave the Company or to become employees of or consultants to any other person or entity.

Confidentiality and Nonsolicitation. 34 5.5 Expenses..................................................................... 34 5.6 Public Disclosure............................................................ 34 5.7 Consents..................................................................... 35 5.8

Confidentiality and Nonsolicitation. 5.1. The Employee expressly agrees that the Employee will not use for the Employee's own benefit or disclose to any person any information, including confidential information, of the Employer, obtained or learned while acting as an employee for the Employer, without the prior written consent of Employer. 5.2. The parties hereby agree and acknowledge that the Employer has spent considerable sums of money and time in developing good customer contact and rapport and that the client list or customer list developed by the Employer is worth a considerable amount of money and therefore is a benefit which the Employer seeks to protect. Such protection is hereby agreed upon and acknowledged by both parties as being reasonable consideration for establishing this restrictive covenant. 5.3. The parties hereby agree that it may be difficult or impracticable to calculate or ascertain actually or definitely the damages that the Employer may suffer if a breach of this provision is caused by the Employee. Accordingly, the parties agree to the sum of $ [dollar amount of liquidated damages] as liquidated damages for a breach of this provision, together with reasonable attorney's fees required to enforce this Agreement. The Employer may also resort, without prejudice to this liquidated damages provision, to any other appropriate legal remedy, by injunction or otherwise. If any of the foregoing restrictions in this provision are held to be invalid, they shall be deemed to be severable and shall not defeat the remaining provisions in this Agreement.

Confidentiality and Nonsolicitation. Each of the parties hereto hereby agrees that the information obtained in any investigation pursuant to Section 5.3 hereof, or pursuant to the negotiation and execution of this Agreement or the effectuation of the transactions contemplated hereby, and the obligations of nonsolicitation and non-hiring shall be governed by the terms of the Confidentiality Agreement effective as of February ____, 2000 between the Company and Parent (the "Confidentiality Agreement").

Confidentiality and Nonsolicitation. CARRIER shall provide records of all Shipments transported under this Agreement to BROKER upon request, regardless of whether this Agreement remains in effect at the time of such request. Neither PARTY may disclose the terms of this Agreement to a third party without the written consent of the other PARTY except (1) as required by law or regulation; (2) disclosure is made to its accountants, tax advisors, attorneys, or any parent, subsidiary or affiliate company; or