Common use of Non-Disclosure; Non-Solicitation Clause in Contracts

Non-Disclosure; Non-Solicitation. Except in the performance of Employee's duties hereunder, at no time during the employment or at any time thereafter shall Employee, individually or jointly with others, for the benefit of Employee or any third party, publish, disclose, use or authorize anyone else to publish, disclose or use, any secret or confidential material or information relating to any aspect of the business or operations of Employer or any information regarding the business methods, business policies, procedures, techniques, or trade secrets, or other knowledge or processes of or developed by Employer (and/or any other consultant, Employee or agent of Employer), any affiliate of Employer, or any entity in which Employer has an interest, including, without limitation, any secret or confidential material or information relating to the business, customers, financial position, trade or industrial practices, trade secrets, technology or know-how of Employer or Employer's affiliates. As used herein, the term "trade secrets" includes all research and development information, technical information, data, technology, computer software, source code, programs and information and other computer technology, techniques, services, equipment, marketing and sales information, customer lists and other customer information, methods of doing business and other secret or proprietary methods and information and trade secrets used or usable by Employer or a third party having a contractual relationship with Employer which have been or are developed or used by Employer or any such third party or which are developed by Employee during Employee's employment with Employer. Moreover, during Employee's employment with Employer, Employee shall not act as an officer, director, employee, partner, independent contractor, consultant, principal, agent, proprietor, owner or part owner, or in any other capacity for, nor lend any assistance (financial, managerial or otherwise) or cooperation to, any person or entity which employs any person or hires or contracts with, as a consultant or other independent agent or independent contractor, any person or entity (other than Employee) who was employed by or acted as an agent for, consultant to, or independent contractor of Employer, any affiliate of Employer, or any entity in which Employer has an interest, at any time during Employee's employment with Employer. During the Employees' employment with Employer and for a continuous period of two (2) years thereafter commencing upon termination of Employee's employment, Employee shall not employ any such person or induce or attempt to influence any such person to voluntarily terminate employment with Employer.

Non-Disclosure; Non-Solicitation. Except in the performance of Employee's his duties hereunder, at no time during the employment Term of Employment or at any time thereafter for a period of five years thereafter, shall Employee, individually or jointly with others, for the benefit of Employee or any third party, publish, disclose, use or of authorize anyone else to publish, disclose or use, any secret or confidential material or information relating to any aspect of the business or operations of Employer or any information regarding the business methods, business policies, procedures, techniques, or trade secrets, or other knowledge or processes of or developed by Employer (and/or any other consultant, Employee or agent of Employer), any affiliate of the Employer, or any entity in which the Employer has an interest, including, without limitation, any secret or confidential material or information relating to the business, customers, financial position, trade or industrial practices, trade secrets, technology or know-how of the Employer or Employer's affiliates. As used hereinMoreover, the term "trade secrets" includes all research and development information, technical information, data, technology, computer software, source code, programs and information and other computer technology, techniques, services, equipment, marketing and sales information, customer lists and other customer information, methods of doing business and other secret or proprietary methods and information and trade secrets used or usable while Employee is employed by Employer or and for a third party having a contractual relationship with Employer which have been or are developed or used by Employer or any such third party or which are developed by Employee during Employee's employment with Employer. Moreover, during Employee's employment with Employerperiod of one year thereafter, Employee shall not act as an officer, director, employee, partner, independent contractor, consultant, principal, agent, proprietor, owner or part owner, directly or in any other capacity forcapacity, nor lend any assistance (financial, managerial or otherwise) or cooperation to, employ any person or entity which employs any person hire or hires or contracts contract with, as a consultant or other independent agent or independent contractor, any person or entity (other than Employee) who was employed by or acted as an agent for, consultant to, or independent contractor of the Employer, any affiliate of the Employer, or any entity in which the Employer has an interest, at any time during the Term of Employment; provided that the prohibitions contained in this sentence shall exclude persons or entities not directly involved in the development, marketing, sales, and/or distribution of products or services which, during the time of Employee's employment with by Employer, were developed, under active development, under consideration for development, marketed, sold and/or distributed by Employer. During the Employees' employment with In addition, while Employee is employed by Employer and for a continuous period of two one (21) years thereafter commencing upon termination of Employee's employmentyear thereafter, Employee shall not employ any such person personally solicit, divert or induce take away, or attempt to influence divert or take away, the business or patronage of any such person to voluntarily terminate of the clients, customers or accounts, or prospective clients, customers or accounts, of Employer which were contacted, solicited or served by Employee while employed by Employer in connection with products or services which, during the time of Employee's employment with by Employer, were developed, under active development, under consideration for development, marketed, sold, and/or distributed by Employer.