Propriety Information. 7.1 The Employee acknowledges and agrees that, in the course of his employment by the Company, he will have access to confidential and propriety information of the Company regarding, without limitation, the business, financial, research, exploratory, engineering, production, marketing and sales activities of the Company. Such information, whether documentary, written, oral or computer generated, shall be deemed to be and referred to as "Proprietary Information".
Propriety Information. Executive recognizes that, on account of and in connection with his employment, he will gain access to and have possession of (i) the names and addresses of the Company's clients and customers and written compilations thereof, (ii) financial information relating to the Company, (iii) information for and about potential acquisitions of other businesses (iv) other information about the conduct of the Company's business. Executive hereby recognizes such information about the conduct of the Company, and agrees not to reveal such information to third parties except with the Company's written consent, or as may be necessary in the ordinary course of performing Executive's duties for the Company or as otherwise directed by the Company, and agrees to turn over to the Company all such records, compilations, files, and memoranda, to the Company upon termination of his employment, and all copies thereof, keeping no such copies for him.
Propriety Information. 17.1 Design, samples, drawings, specifications, schedules or any other information supplied by PTI (“Confidential Information”) are propriety and confidential and shall not be disclosed to any person or entity and shall not be used for any purpose other than the fulfillment of the Order.
Propriety Information. As used herein, the term “Proprietary information” includes any information of a confidential or proprietary nature obtained from Seller and any information obtained from Seller which is not readily available to Seller’s competitors and which, if known by a competitor of Seller, might lessen any competitive advantage of Seller or give such competitor a competitive advantage. Seller retains ownership of all Proprietary information and all documentation which contains Proprietary information. Buyer shall not disclose, duplicate or reproduce any Proprietary information nor shall Buyer use any Proprietary information other than in course of performing its obligations hereunder. Buyer shall take all reasonable steps to prevent the disclosure, duplication or reproduction of any Proprietary information. Notwithstanding the foregoing, Buyer shall not be required to refrain from disclosing or using any Proprietary information which has become known to Buyer if the original source of such Proprietary information was not Seller or any person or party affiliated with Seller or having relationship of confidentiality of Seller.
Propriety Information. Executive acknowledges and agrees that [he/she] has had access to certain “Confidential Information” of the Company. Confidential Information as used throughout this Agreement means any secret or proprietary information not generally available to the public relating directly to the Company’s business and that of the Company’s affiliated companies and subsidiaries, including, but not limited to, sales, software, technical compilations, products, customer lists, pricing policies, employment records and policies, operational methods, marketing plans and strategies, product development techniques or plans, business acquisition plans, personnel acquisition plans, methods of manufacture, technical processes, designs and design projects, inventions and research programs, trade “know-how,” trade secrets (as defined in California Civil Code Section 3426.1(d)), specific software, algorithms, computer processing systems, object and source codes, user manuals, systems documentation, and other business affairs of the Company and the Company’s affiliated companies and subsidiaries. Executive agrees to keep strictly confidential all Confidential Information and will not disclose any Confidential Information to any competitor, third person, firm, corporation, association, or entity for any purpose. Any breach of the provisions of this confidentiality provision shall be deemed a material breach of this Agreement. It is understood and agreed that the promises and representations as to the confidentiality and non-disparagement provisions contained in paragraphs 9 and 10 of this Agreement constitute a material consideration of this Agreement, and any breach by either of the parties of said confidentiality and/or non-disparagement provisions shall be deemed a material breach of this Agreement. Further, Executive agrees that in the event of any breach of these provisions, monetary damages are not adequate, and the Company may seek injunctive or other equitable relief to prevent any further breach in any court of competent jurisdiction. Nothing contained in this Agreement shall prohibit or prevent Executive from: (i) reporting possible violations of federal law or regulations, including any possible securities laws violations, to any governmental agency or entity, including the U.S. Department of Justice, the U.S. Securities and Exchange Commission, the U.S. Congress, or any agency Inspector General; (ii) making any other disclosures that are protected under the whistleblower pr...
Propriety Information. Each of the Consultant and Nadav agrees during the term of this Agreement and thereafter that it/he will take all steps reasonably necessary to hold the Company’s Proprietary Information in trust and confidence, will not use Proprietary Information in any manner or for any purpose other than providing the Company with the Consulting Services, and will not disclose any such Proprietary Information to any third party without first obtaining Company’s express written consent on a case-by-case basis. By way of illustration but not limitation “Proprietary Information” includes (a) trade secrets, inventions, mask works, ideas, processes, formulas, source and object codes, data, programs, other works of authorship, know-how, improvements, discoveries, developments, designs and techniques (hereinafter collectively referred to as “Inventions”); and (b) information regarding plans for research, development, new products, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers; and (c) information regarding the skills and compensation of other employees of Company.
Propriety Information. A party will not be in violation of this Agreement for disclosing the other party’s Proprietary Information when (i) disclosure of the information by the disclosing party is reasonably necessary to carry out the purposes for which the information was provided or made available to the disclosing party; (ii) the information is or becomes publicly available other than as a result of a breach of this Agreement; (iii) the information is disclosed to the disclosing party by a third party not subject to any obligation of confidentiality; (iv) the information was already known by the disclosing party prior to the date of this Agreement (unless disclosed in connection with negotiations and discussions related to this Agreement or associated transactions); or (v) the information was independently developed by the disclosing party without reference to Proprietary Information received from the other party. In addition, each party is authorized to disclose Proprietary Information of the other to (i) individuals who are employed by or who are agents of the disclosing party who require such information in the course and scope of their employment; (ii) the disclosing party’s attorneys (both internal and external); (iii) persons who are employed as auditors by a public accounting firm hired by the disclosing party; (iv) persons who are employed by any federal or state agency having regulatory authority over the disclosing party; and (v) consultants and contractors employed by the disclosing party who require such access in the ordinary course and scope of their employment by the disclosing party. However, each such person to whom Proprietary Information is disclosed shall be similarly obligated to maintain the confidentiality of the Proprietary Information.
Propriety Information. 16.1 HP-SDD owns all rights, titles, and interests with respect to the intellectual property of the Product. 16.2 HP- SDD and Dovatron shall execute as part of this Agreement the E.6.0, HP-SDD Standard Confidential Disclosure Agreement. The term "
Propriety Information. Client agrees that the databases, programs, screen and report formats, interactive design techniques, Internet Services, software (including methods or concepts used therein, source code, object code, or related technical information) and documentation manuals furnished to Client by Agent as part of the services provided hereunder are under the control and ownership of Agent or a third party (including its affiliates) and constitutes copyrighted, trade secret, or other proprietary information (collectively, “Proprietary Information”). In no event shall Proprietary Information be deemed stockholder data. Client agrees that Proprietary Information is of substantial value to Agent or other third party and will treat all Proprietary Information as confidential in accordance with the confidentiality provisions of this Agreement. Client shall take reasonable efforts to advise its relevant employees and agents of its obligations pursuant to this section.
Propriety Information. Executive understands that if Executive possesses any proprietary information of another person or company as a result of prior employment or otherwise, SHO expects and requires that Executive will honor any and all legal obligations that Executive has to that person or company with respect to proprietary information, and Executive will refrain from any unauthorized use or disclosure of such information.
