Common use of Covenant Not to Disclose Confidential Information Clause in Contracts

Covenant Not to Disclose Confidential Information. During the Term and following termination of Executive’s Employment under this Employment Agreement, the Executive agrees that, without the Company’s prior written consent, he will not use or disclose to any person, firm, association, partnership, entity or corporation, any material confidential information concerning: (i) the business, operations or internal structure of the Company or any division or part thereof; (ii) the customers of the Company or any division or part thereof; (iii) the financial condition of the Company or any division or part thereof; and (iv) other material confidential information pertaining to the Company or any division or part thereof, including without limitation, trade secrets, computer programs, software, intellectual property, proprietary information, technical data, marketing analyses and studies, operating procedures, customer and/or inventory lists, or the existence or nature of any of the Company’s agreements or agreements of any division thereof; provided, however, that the Executive shall be entitled to disclose such information: (a) to the extent the same shall have otherwise become or is required to become publicly available (unless made publicly available by the Executive); (b) during the course of or in connection with any actual or potential litigation, arbitration, or other proceeding based upon or in connection with the subject matter of this Modified Agreement; (c) as may be necessary or appropriate to conduct his duties hereunder, provided the Executive is acting or believing himself to act in good faith and in the best interest of the Company; (d) as may be required by law or judicial process; or (e) if the information is generally known to personnel in the Executive’s trade or business.

Appears in 4 contracts

Samples: Employment Agreement (Acacia Diversified Holdings, Inc.), Employment Agreement (Acacia Diversified Holdings, Inc.), Employment Agreement (Acacia Diversified Holdings, Inc.)

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Covenant Not to Disclose Confidential Information. During the Term and following termination of Executive’s Employment employment under this Employment Agreement, the Executive agrees that, without the Company’s prior written consent, he will not use or disclose to any person, firm, association, partnership, entity or corporation, any material confidential information concerning: (i) the business, operations or internal structure of the Company or any division or part thereof; (ii) the customers of the Company or any division or part thereof; (iii) the financial condition of the Company or any division or part thereof; and (iv) other material confidential information pertaining to the Company or any division or part thereof, including without limitation, trade secrets, computer programs, software, intellectual property, proprietary information, technical data, marketing analyses and studies, operating procedures, customer and/or inventory lists, or the existence or nature of any of the Company’s agreements or agreements of any division thereofthereof (other than this Agreement and any other option or compensation related agreements involving, the Executive); provided, however, that the Executive shall be entitled to disclose such information: (ai) to the extent the same shall have otherwise become or is required to become publicly available (unless made publicly available by the Executive); (bii) during during, the course of or in connection with any actual or potential litigation, arbitration, or other proceeding based upon or in connection with the subject matter of this Modified Agreement; (ciii) as may be necessary or appropriate to conduct his duties hereunder, provided the Executive is acting or believing himself to act acting, in good faith and in the best interest of the Company; (div) as may be required by law or judicial process; process or (ev) if the information is generally known to personnel in the Executive’s trade or business.

Appears in 3 contracts

Samples: Employment Agreement (Autobytel Inc), Employment Agreement (Autobytel Inc), Employment Agreement (Autobytel Inc)

Covenant Not to Disclose Confidential Information. During the Term and following termination of Executive’s Employment employment under this Employment Agreement, the Executive agrees that, without the Company’s prior written consent, he will not use or disclose to any person, firm, association, partnership, entity or corporation, any material confidential information concerning: (i) the business, operations or internal structure of the Company or any division or part thereof; (ii) the customers of the Company or any division or part thereof; (iii) the financial condition of the Company or any division or part thereof; and (iv) other material confidential information pertaining to the Company or any division or part thereof, including without limitation, trade secrets, computer programs, software, intellectual property, proprietary information, technical data, marketing analyses and studies, operating procedures, customer and/or inventory lists, or the existence or nature of any of the Company’s agreements or agreements of any division thereof; provided, however, that the Executive shall be entitled to disclose such information: (a) to the extent the same shall have otherwise become or is required to become publicly available (unless made publicly available by the Executive); (b) during the course of or in connection with any actual or potential litigation, arbitration, or other proceeding based upon or in connection with the subject matter of this Modified Agreement; (c) as may be necessary or appropriate to conduct his duties hereunder, provided the Executive is acting or believing himself to act in good faith and in the best interest of the Company; (d) as may be required by law or judicial process; or (e) if the information is generally known to personnel in the Executive’s trade or business.

Appears in 2 contracts

Samples: Employment Agreement (Acacia Diversified Holdings, Inc.), Employment Agreement (Acacia Diversified Holdings, Inc.)

Covenant Not to Disclose Confidential Information. During the Term and following termination of ExecutiveEmployee’s Employment employment under this Employment Agreement, the Executive Employee agrees that, without the Company’s prior written consent, he will not use or disclose to any person, firm, association, partnership, entity or corporation, any material confidential information concerning: (i) the business, operations or internal structure of the Company or any division or part thereof; (ii) the customers of the Company or any division or part thereof; (iii) the financial condition of the Company or any division or part thereof; and (iv) other material confidential information pertaining to the Company or any division or part thereof, including without limitation, trade secrets, computer programs, software, intellectual property, proprietary information, technical data, marketing analyses and studies, operating procedures, customer and/or inventory lists, or the existence or nature of any of the Company’s agreements or agreements of any division thereofthereof (other than this Agreement and any other option or compensation related agreements involving, the Employee); provided, however, that the Executive Employee shall be entitled to disclose such information: (ai) to the extent the same shall have otherwise become or is required to become publicly available (unless made publicly available by the ExecutiveEmployee); (bii) during during, the course of or in connection with any actual or potential litigation, arbitration, or other proceeding based upon or in connection with the subject matter of this Modified Agreement; (ciii) as may be necessary or appropriate to conduct his duties hereunder, provided the Executive Employee is acting or believing himself to act acting, in good faith and in the best interest of the Company; (div) as may be required by law or judicial process; process or (ev) if the information is generally known to personnel in the ExecutiveEmployee’s trade or business.

Appears in 1 contract

Samples: Employment Agreement (Autobytel Inc)

Covenant Not to Disclose Confidential Information. During the Term and following termination of Executive’s Employment employment under this Employment Agreement, the Executive agrees that, without the Company’s prior written consent, he will not use or disclose to any person, firm, association, partnership, entity or corporation, any material confidential information concerning: (i) the business, operations or internal structure of the Company or any division or part thereof; (ii) the customers of the Company or any division or part thereof; (iii) the financial condition of the Company or any division or part thereof; and (iv) other material confidential information pertaining to the Company or any division or part thereof, including without limitation, trade secrets, computer programs, software, intellectual property, proprietary information, technical data, marketing analyses and studies, operating procedures, customer and/or inventory lists, or the existence or nature of any of the Company’s agreements or agreements of any division thereof; provided, however, that the Executive shall be entitled to disclose such information: (a) to the extent the same shall have otherwise become or is required to become publicly available (unless made publicly available by the Executive); (b) during the course of or in connection with any actual or potential litigation, arbitration, or other proceeding based upon or in connection with the subject matter of this Modified Agreement; (c) as may be necessary or appropriate to conduct his duties hereunder, provided the Executive is acting or believing himself to act acting, in good faith and in the best interest of the Company; (d) as may be required by law or judicial process; or (e) if the information is generally known to personnel in the Executive’s trade or business.

Appears in 1 contract

Samples: Employment Agreement (Autobytel Inc)

Covenant Not to Disclose Confidential Information. During the Term and following termination of Executive’s Employment under this Employment Agreement, the Executive agrees that, without the Company’s prior written consent, he will not use or disclose to any person, firm, association, partnership, entity or corporation, any material confidential information concerning: (i) the business, operations or internal structure of the Company or any division or part thereof; (ii) the customers of the Company or any division or part thereof; (iii) the financial condition of the Company or any division or part thereof; and (iv) other material confidential information pertaining to the Company or any division or part thereof, including without limitation, trade secrets, computer programs, software, intellectual property, proprietary information, technical data, marketing analyses and studies, operating procedures, customer and/or inventory lists, or the existence or nature of any of the Company’s agreements or agreements of any division thereofthereof (other than this Agreement and any other option or compensation related agreements involving, the Executive); provided, however, that the Executive shall be entitled to disclose such information: (ai) to the extent the same shall have otherwise become or is required to become publicly available (unless made publicly available by the Executive); (bii) during during, the course of or in connection with any actual or potential litigation, arbitration, or other proceeding based upon or in connection with the subject matter of this Modified Agreement; (ciii) as may be necessary or appropriate to conduct his duties hereunder, provided the Executive is acting or believing himself to act acting, in good faith and in the best interest of the Company; (div) as may be required by law or judicial process; process or (ev) if the information is generally known to personnel in the Executive’s trade or business.

Appears in 1 contract

Samples: Employment Agreement (Autobytel Inc)

Covenant Not to Disclose Confidential Information. During the Term and following termination of Executive’s Employment under this Employment Modified Agreement, the Executive agrees that, without the Company’s prior written consent, he will not use or disclose to any person, firm, association, partnership, entity or corporation, any material confidential information concerning: (i) the business, operations or internal structure of the Company or any division or part thereof; (ii) the customers of the Company or any division or part thereof; (iii) the financial condition of the Company or any division or part thereof; and (iv) other material confidential information pertaining to the Company or any division or part thereof, including without limitation, trade secrets, computer programs, software, intellectual property, proprietary information, technical data, marketing analyses and studies, operating procedures, customer and/or inventory lists, or the existence or nature of any of the Company’s agreements or agreements of any division thereof; provided, however, that the Executive shall be entitled to disclose such information: (a) to the extent the same shall have otherwise become or is required to become publicly available (unless made publicly available by the Executive); (b) during the course of or in connection with any actual or potential litigation, arbitration, or other proceeding based upon or in connection with the subject matter of this Modified Agreement; (c) as may be necessary or appropriate to conduct his duties hereunder, provided the Executive is acting or believing himself to act in good faith and in the best interest of the Company; (d) as may be required by law or judicial process; or (e) if the information is generally known to personnel in the Executive’s trade or business.

Appears in 1 contract

Samples: Modified Employment Agreement (Acacia Diversified Holdings, Inc.)

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Covenant Not to Disclose Confidential Information. During the Term and following termination of Executive’s Employment under this Employment Agreement, the Executive agrees that, without the Company’s 's prior written consent, he will not use or disclose to any person, firm, association, partnership, entity or corporation, any material confidential information concerning: (i) the business, operations or internal structure of the Company or any division or part thereof; (ii) the customers of the Company or any division or part thereof; (iii) the financial condition of the Company or any division or part thereof; and (iv) other material confidential information pertaining to the Company or any division or part thereof, including without limitation, trade secrets, computer programs, software, intellectual property, proprietary information, technical data, marketing analyses and studies, operating procedures, customer and/or inventory lists, or the existence or nature of any of the Company’s 's agreements or agreements of any division thereofthereof (other than this Agreement and any other option or compensation related agreements involving, the Executive); provided, however, that the Executive shall be entitled to disclose such information: (ai) to the extent the same shall have otherwise become or is required to become publicly available (unless made publicly available by the Executive); (bii) during during, the course of or in connection with any actual or potential litigation, arbitration, or other proceeding based upon or in connection with the subject matter of this Modified Agreement; (ciii) as may be necessary or appropriate to conduct his duties hereunder, provided the Executive is acting or believing himself to act acting, in good faith and in the best interest of the Company; (div) as may be required by law or judicial process; process or (ev) if the information is generally known to personnel in the Executive’s 's trade or business.

Appears in 1 contract

Samples: Employment Agreement (Autobytel Inc)

Covenant Not to Disclose Confidential Information. During the Term and following termination of Executive’s Employment employment under this Employment Agreement, the Executive agrees that, without the Company’s prior written consent, he will not use or disclose to any person, firm, association, partnership, entity or corporation, any material confidential information concerning: (i) the business, operations or internal structure of the Company or any division or part thereof; (ii) the customers of the Company or any division or part thereof; (iii) the financial condition of the Company or any division or part thereof; and (iv) other material confidential information pertaining to the Company or any division or part thereof, including without limitation, trade secrets, computer programs, software, intellectual property, proprietary information, technical data, marketing analyses and studies, operating procedures, customer and/or inventory lists, or the existence or nature of any of the Company’s agreements or agreements of any division thereofthereof (other than this Agreement, any indemnification agreement and any other option or compensation related agreements involving, the Executive); provided, however, that the Executive shall be entitled to disclose such information: (ai) to the extent the same shall have otherwise become or is required to become publicly available (unless made publicly available by the Executive); (bii) during during, the course of or in connection with any actual or potential litigation, arbitration, or other proceeding based upon or in connection with the subject matter of this Modified Agreement; (ciii) as may be necessary or appropriate to conduct his duties hereunder, provided the Executive is acting or believing himself to act acting, in good faith and in the best interest of the Company; (div) as may be required by law or judicial process; process or (ev) if the information is generally known to personnel in the Executive’s trade or business.

Appears in 1 contract

Samples: Employment Agreement (Autobytel Inc)

Covenant Not to Disclose Confidential Information. During the Term and following termination of Executive’s Employment employment under this Employment Agreement, the Executive agrees that, without the Company’s prior written consent, he will not use or disclose to any person, firm, association, partnership, entity or corporation, any material confidential information concerning: (i) the business, operations or internal structure of the Company or any division or part thereof; (ii) the customers of the Company or any division or part thereof; (iii) the financial condition of the Company or any division or part thereof; and (iv) other material confidential information pertaining to the Company or any division or part thereof, including without limitation, trade secrets, computer programs, software, intellectual property, proprietary information, technical data, marketing analyses and studies, operating procedures, customer and/or inventory lists, or the existence or nature of any of the Company’s agreements or agreements of any division thereofthereof (other than this Agreement, the Indemnification Agreement, effective as of March 22, 1999, between the Company and Executive (the “Indemnification Agreement”) and any other option or compensation related agreements involving, the Executive); provided, however, that the Executive shall be entitled to disclose such information: (ai) to the extent the same shall have otherwise become or is required to become publicly available (unless made publicly available by the Executive); (bii) during during, the course of or in connection with any actual or potential litigation, arbitration, or other proceeding based upon or in connection with the subject matter of this Modified Agreement; (ciii) as may be necessary or appropriate to conduct his duties hereunder, provided the Executive is acting or believing himself to act acting, in good faith and in the best interest of the Company; (div) as may be required by law or judicial process; process or (ev) if the information is generally known to personnel in the Executive’s trade or business.

Appears in 1 contract

Samples: Employment Agreement (Autobytel Inc)

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