Common use of Recognition of Company’s Rights; Nondisclosure Clause in Contracts

Recognition of Company’s Rights; Nondisclosure. At all times during the term of his employment and thereafter, Employee will hold in strictest confidence and will not disclose, use, lecture upon or publish any of the Company's Proprietary Information (defined below), except as such disclosure, use or publication may be required in connection with his work for the Company, or unless the Chief Executive Officer or the Board of Directors of the Company expressly authorizes such in writing. Employee shall and hereby does assign to the Company any rights he may have or acquire in such Proprietary Information and recognizes that all Proprietary Information shall be the sole property of the Company and its assigns and that the Company and its assigns shall be the sole owner of all patent rights, copyrights, trade secret rights and all other rights throughout the world (collectively, "Proprietary Rights") in connection therewith. The term "Proprietary Information" shall mean trade secrets, confidential knowledge, data or any other proprietary information of the Company which the Company treats as confidential with respect to the general public. By way of illustration but not limitation, "Proprietary Information" includes (a) inventions, trade secrets, ideas, processes, formulas, data, programs, other words of authorship, know-how, improvements, discoveries, developments, designs and techniques relating to the business or proposed products of the Company and which were learned or discovered by Employee during the term of his employment with the Company (hereinafter collectively referred to as "Inventions"); and (b) information regarding plans for research, development, new products and services, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers which were learned or discovered by him during the term of his employment with the Company, and information regarding the skills and compensation of other employees of the Company. For purposes of this Agreement, the term "Proprietary Information" shall not include information that Employee can show by competent proof (i) was known to Employee prior to disclosure by the Company; (ii) was generally known to the public at the time Company disclosed the information to Employee; (iii) became generally known to the public after disclosure by the Company through no act or omission of Employee; or (iv) was disclosed to Employee by a third party having a bona fide right both to possess the information and to disclose it to Employee.

Appears in 2 contracts

Samples: Employment and Non Competition Agreement (Primis Inc), Employment and Non Competition Agreement (Primis Inc)

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Recognition of Company’s Rights; Nondisclosure. At all times during the term of his employment and thereafter, Employee Executive will hold in strictest confidence and will not disclose, use, lecture upon or publish any of the Company's Proprietary Information (defined below), except as such disclosure, use or publication may be required in connection with his work for the Company, or unless the Chief Executive Officer or the Board of Directors of the Company expressly authorizes such in writing. Employee Executive shall and hereby does assign to the Company any rights he may have or acquire in such Proprietary Information and recognizes that all Proprietary Information shall be the sole property of the Company and its assigns and that the Company and its assigns shall be the sole owner of all patent rights, copyrights, trade secret rights and all other rights throughout the world (collectively, "Proprietary Rights") in connection therewith. The term "Proprietary Information" shall mean trade secrets, confidential knowledge, data or any other proprietary information of the Company which the Company treats as confidential with respect to the general public. By way of illustration but not limitation, "Proprietary Information" includes (a) inventions, trade secrets, ideas, processes, formulas, data, programs, other words of authorship, know-how, improvements, discoveries, developments, designs and techniques relating to the business or proposed products of the Company and which were learned or discovered by Employee Executive during the term of his employment with the Company (hereinafter collectively referred to as "Inventions"); and (b) information regarding plans for research, development, new products and services, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers which were learned or discovered by him during the term of his employment with the Company, and information regarding the skills and compensation of other employees of the Company. For purposes of this Agreement, the term "Proprietary Information" shall not include information that Employee Executive can show by competent proof (i) was known to Employee Executive prior to disclosure by the Company; (ii) was generally known to the public at the time the Company disclosed the information to EmployeeExecutive; (iii) became generally known to the public after disclosure by the Company through no act or omission of EmployeeExecutive; or (iv) was disclosed to Employee Executive by a third party having a bona fide right both to possess the information and to disclose it to EmployeeExecutive.

Appears in 1 contract

Samples: Employment Agreement (High Speed Access Corp)

Recognition of Company’s Rights; Nondisclosure. At all times during the term of his employment and thereafter, Employee will hold in strictest confidence and will not disclose, use, lecture upon or publish any of the Company's Proprietary Information (defined below), except as such disclosure, use or publication may be required in connection with his work for the Company, or unless the Chief Executive Officer or the Board of Directors of the Company expressly authorizes such in writing. Employee shall and hereby does assign to the Company any rights he may have or acquire in such Proprietary Information and recognizes that all Proprietary Information shall be the sole property of the Company and its assigns and that the Company and its assigns shall be the sole owner of all patent rights, copyrights, trade secret rights and all other rights throughout the world (collectively, "Proprietary Rights") in connection therewith. The term "Proprietary Information" shall mean trade secrets, confidential knowledge, data or any other proprietary information of the Company which the Company treats as confidential with respect to the general public. By way of illustration but not limitation, "Proprietary Information" includes (a) inventions, trade secrets, ideas, processes, formulas, data, programs, computer software (including source code), other words works of authorship, know-how, improvements, discoveries, developments, modifications, designs and techniques relating to the business or proposed products of the Company or which refer to, are suggested by, or result from any work which Employee may do during his employment and which were made, conceived, expressed, developed, actually or constructively reduced to practice, learned or discovered by Employee Employee, solely or jointly with others, during the term of his employment with the Company (hereinafter collectively referred to as "Inventions"); and (b) information regarding plans for research, development, new products and services, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers which were learned or discovered by him during the term of his employment with the Company, and information regarding the skills and compensation of other employees of the Company. For purposes of this Agreement, the term "Proprietary Information" shall not include information that Employee can show by competent proof (i) was known to Employee prior to disclosure by the Company; (ii) was generally known to the public at the time Company disclosed the information to Employee; (iii) became generally known to the public after disclosure by the Company through no act or omission of Employee; or (iv) was disclosed to Employee by a third party having a bona fide right both to possess the information and to disclose it to Employee.

Appears in 1 contract

Samples: Employment and Non Competition Agreement (Primis Inc)

Recognition of Company’s Rights; Nondisclosure. At all times during the term of his her employment and thereafter, Employee will hold in strictest confidence and will not disclose, use, lecture upon or publish any of the Company's Proprietary Information (defined below), except as such disclosure, use or publication may be required in connection with his her work for the Company, or unless the Chief Executive Officer or the Board of Directors of the Company expressly authorizes such in writing. Employee shall and hereby does assign to the Company any rights he Employee may have or acquire in such Proprietary Information and recognizes that all Proprietary Information shall be the sole property of the Company and its assigns and that the Company and its assigns shall be the sole owner of all patent rights, copyrights, trade secret rights and all other rights throughout the world (collectively, "Proprietary Rights") in connection therewith. The term "Proprietary Information" shall mean trade secrets, confidential knowledge, data or any other proprietary information of the Company which the Company treats as confidential with respect to the general public. By way of illustration but not limitation, "Proprietary Information" includes (a) inventions, trade secrets, ideas, processes, formulas, data, programs, other words of authorship, know-how, improvements, discoveries, developments, designs and techniques relating to the business or proposed products of the Company and which were learned or discovered by Employee during the term of his her employment with the Company (hereinafter collectively referred to as "Inventions"); and (b) information regarding plans for research, development, new products and services, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers which were learned or discovered by him her during the term of his employment her with the Company, and information regarding the skills and compensation of other employees of the Company. For purposes of this Agreement, the term "Proprietary Information" shall not include information that Employee can show by competent proof (i) was known to Employee prior to disclosure by the Company; (ii) was generally known to the public at the time Company disclosed the information to Employee; (iii) became generally known to the public after disclosure by the Company through no act or omission of Employee; or (iv) was disclosed to Employee by a third party having a bona fide right both to possess the information and to disclose it to Employee.

Appears in 1 contract

Samples: Employment and Non Competition Agreement (Primis Inc)

Recognition of Company’s Rights; Nondisclosure. At all times during the term of his her employment and thereafter, Employee will hold in strictest confidence and will not disclose, use, lecture upon or publish any of the Company's Proprietary Information (defined below), except as such disclosure, use or publication may be required in connection with his her work for the Company, or unless the Chief Executive Officer or the Board of Directors of the Company expressly authorizes such in writing. Employee shall and hereby does assign to the Company any rights he she may have or acquire in such Proprietary Information and recognizes that all Proprietary Information shall be the sole property of the Company and its assigns and that the Company and its assigns shall be the sole owner of all patent rights, copyrights, trade secret rights and all other rights throughout the world (collectively, "Proprietary Rights") in connection therewith. The term "Proprietary Information" shall mean trade secrets, confidential knowledge, data or any other proprietary information of the Company which the Company treats as confidential with respect to the general public. By way of illustration but not limitation, "Proprietary Information" includes (a) inventions, trade secrets, ideas, processes, formulas, data, programs, other words of authorship, know-how, improvements, discoveries, developments, designs and techniques relating to the business or proposed products of the Company and which were learned or discovered by Employee during the term of his her employment with the Company (hereinafter collectively referred to as "Inventions"); and (b) information regarding plans for research, development, new products and services, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers which were learned or discovered by him her during the term of his her employment with the Company, and information regarding the skills and compensation of other employees of the Company. For purposes of this Agreement, the term "Proprietary Information" shall not include information that Employee can show by competent proof (i) was known to Employee prior to disclosure by the Company; (ii) was generally known to the public at the time Company disclosed the information to Employee; (iii) became generally known to the public after disclosure by the Company through no act or omission of Employee; or (iv) was disclosed to Employee by a third party having a bona fide right both to possess the information and to disclose it to Employee.

Appears in 1 contract

Samples: Employment and Non Competition Agreement (Primis Inc)

Recognition of Company’s Rights; Nondisclosure. At all times during the term of his Employee's employment and thereafter, Employee will hold in strictest confidence and will not disclose, use, lecture upon or publish any of the Company's Proprietary Information (defined below), except as such disclosure, use or publication may be required in connection with his work for the Company, or unless the Chief Executive Officer or the Board of Directors of the Company expressly authorizes such in writing. Employee shall and hereby does assign to the Company any rights he Employee may have or acquire in such Proprietary Information and recognizes that all Proprietary Information shall be the sole property of the Company and its assigns and that the Company and its assigns shall be the sole owner of all patent rights, copyrights, trade secret rights and all other rights throughout the world (collectively, "Proprietary Rights") in connection therewith. The term "Proprietary Information" shall mean trade secrets, confidential knowledge, data or any other proprietary information of the Company which the Company treats as confidential with respect to the general public. By way of illustration but not limitation, "Proprietary Information" includes (a) inventions, trade secrets, ideas, processes, formulas, data, programs, other words of authorship, know-how, improvements, discoveries, developments, designs and techniques relating to the business or proposed products of the Company and which were learned or discovered by Employee during the term of his employment with the Company (hereinafter collectively referred to as "Inventions"); and (b) information regarding plans for research, development, new products and services, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers which were learned or discovered by him Employee during the term of his employment with the Company, and information regarding the skills and compensation of other employees of the Company. For purposes of this Agreement, the term "Proprietary Information" shall not include information that Employee can show by competent proof (i) was known to Employee prior to disclosure by the Company; (ii) was generally known to the public at the time Company disclosed the information to Employee; (iii) became generally known to the public after disclosure by the Company through no act or omission of Employee; or (iv) was disclosed to Employee by a third party having a bona fide right both to possess the information and to disclose it to Employee.

Appears in 1 contract

Samples: Employment and Non Competition Agreement (Primis Inc)

Recognition of Company’s Rights; Nondisclosure. At all times during the term of his employment and thereafter, Employee Executive will hold in strictest confidence and will not disclose, use, lecture upon or publish any of the Company's Proprietary Information (as defined below), except as such disclosure, use or publication may be required in connection with his work for the Company, or unless the Chief Executive Officer Chairman or the Board of Directors of the Company expressly authorizes such in writing. Employee Executive shall and hereby does assign to the Company any rights he may have or acquire in such Proprietary Information and recognizes that all Proprietary Information shall be the sole property of the Company and its assigns and that the Company and its assigns shall be the sole owner of all patent rights, copyrights, trade secret rights and all other rights throughout the world (collectively, "Proprietary Rights") in connection therewith. The term "Proprietary Information" shall mean trade secrets, confidential knowledge, data or any other proprietary information of the Company which the Company treats as confidential with respect to the general public. By way of illustration but not limitation, "Proprietary Information" includes (a) inventions, trade secrets, ideas, processes, formulas, data, programs, other words of authorship, know-how, improvements, discoveries, developments, designs and techniques relating to the business or proposed products of the Company and which were learned or discovered by Employee Executive during the term of his employment with the Company (hereinafter collectively referred to as "Inventions")Company; and (b) information regarding plans for research, development, new products and services, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers which were learned or discovered by him during the term of his employment with the Company, and information regarding the skills and compensation of other employees of the Company. For purposes of this Agreement, the term "Proprietary Information" shall not include information that Employee can show by competent proof (i) was known to Employee prior to disclosure by the Company; (ii) was generally known to the public at the time Company disclosed the information to Employee; (iii) became generally known to the public after disclosure by the Company through no act or omission of Employee; or (iv) was disclosed to Employee by a third party having a bona fide right both to possess the information and to disclose it to Employee.,

Appears in 1 contract

Samples: Employment Agreement (High Speed Access Corp)

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Recognition of Company’s Rights; Nondisclosure. At all times during the term of his employment and thereafter, Employee Executive will hold in strictest confidence and will not disclose, use, lecture upon or publish any of the Company's Proprietary Information (as defined below), except as such disclosure, use or publication may be required in connection with his work for the Company, or unless the Chief Executive Officer Chairman or the Board of Directors of the Company expressly authorizes such in writing. Employee Executive shall and hereby does assign to the Company any rights he may have or acquire in such Proprietary Information and recognizes that all Proprietary Information shall be the sole property of the Company and its assigns and that the Company and its assigns shall be the sole owner of all patent rights, copyrights, trade secret rights and all other rights throughout the world (collectively, "Proprietary Rights") in connection therewith. The term "Proprietary Information" shall mean trade secrets, confidential knowledge, data or any other proprietary information of the Company which the Company treats as confidential with respect to the general public. By way of illustration but not limitation, "Proprietary Information" includes (a) inventions, trade secrets, ideas, processes, formulas, data, programs, other words of authorship, know-how, improvements, discoveries, developments, designs and techniques relating to the business or proposed products of the Company and which were learned or discovered by Employee Executive during the term of his employment with the Company (hereinafter collectively referred to as "Inventions")Company; and (b) information regarding plans for research, development, new products and services, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers which were learned or discovered by him during the term of his employment with the Company, and information regarding the skills and compensation of other employees of the Company. For purposes of this Agreement, the term "Proprietary Information" shall not include information that Employee Executive can show by competent proof (i) was known to Employee Executive prior to disclosure by the Company; (ii) was generally known to the public at the time the Company disclosed the information to EmployeeExecutive; (iii) became generally known to the public after disclosure by the Company through no act or omission of EmployeeExecutive; or (iv) was disclosed to Employee Executive by a third party having a bona fide right both to possess the information and to disclose it to EmployeeExecutive.

Appears in 1 contract

Samples: Employment Agreement (High Speed Access Corp)

Recognition of Company’s Rights; Nondisclosure. At all times during the term of his employment and thereafter, Employee will hold in strictest confidence and will not disclose, use, lecture upon or publish any of the Company's Proprietary Information (defined below), except as such disclosure, use use, lecture or publication may be required in connection with his work for the Company, or unless the Chief Executive Officer Chairman or the Board of Directors of the Company expressly authorizes such in writing. Employee shall and hereby does assign to the Company any rights he may have or acquire in such Proprietary Information and recognizes that all Proprietary Information shall be the sole property of the Company and its assigns and that the Company and its assigns shall be the sole owner of all patent rights, copyrights, trade secret rights and all other rights throughout the world (collectively, "Proprietary Rights") in connection therewith. The term "Proprietary Information" shall mean trade secrets, confidential knowledge, data or any other proprietary information of the Company which the Company treats as confidential with respect to the general public. By way of illustration but not limitation, "Proprietary Information" includes (a) inventions, trade secrets, ideas, processes, formulas, data, programs, other words works of authorship, know-how, improvements, discoveries, developments, designs and techniques relating to the business or proposed products of the Company and which were learned or discovered by Employee during the term of his employment with the Company (hereinafter collectively referred to as "Inventions"); and (b) information regarding plans for research, development, new products and services, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers which were learned or discovered by him during the term of his employment with the Company, and information regarding the skills and compensation of other employees of the Company. For purposes of this Agreement, the term "Proprietary Information" shall not include information that Employee can show by competent proof ([i) ] was known to Employee prior to disclosure by the Company; ([ii) ] was generally known to the public at the time Company disclosed the information to Employee; ([iii) ] became generally known to the public after disclosure by the Company through no act or omission of Employee; or ([iv) ] was disclosed to Employee by a third party having a bona fide right both to possess the information and to disclose it to Employee.

Appears in 1 contract

Samples: Employment and Non Competition Agreement (Primis Inc)

Recognition of Company’s Rights; Nondisclosure. At all times during the term of his her employment and thereafter, Employee will hold in strictest confidence and will not disclose, use, lecture upon or publish any of the Company's Proprietary Information (defined below), except as such disclosure, use or publication may be required in connection with his her work for the Company, or unless the Chief Executive Officer or the Board of Directors of the Company expressly authorizes such in writing. Employee shall and hereby does assign to the Company any rights he she may have or acquire in such Proprietary Information and recognizes that all Proprietary Information shall be the sole property of the Company and its assigns and that the Company and its assigns shall be the sole owner of all patent rights, copyrights, trade secret rights and all other rights throughout the world (collectively, "Proprietary Rights") in connection therewith. The term "Proprietary Information" shall mean trade secrets, confidential knowledge, data or any other proprietary information of the Company which the Company treats as confidential with respect to the general public. By way of illustration but not limitation, "Proprietary Information" includes (a) inventions, trade secrets, ideas, processes, formulas, data, programs, other words of authorship, know-how, improvements, discoveries, developments, designs and techniques relating to the business or proposed products of the Company and which were learned or discovered by Employee during the term of his her employment with the Company (hereinafter collectively referred to as "Inventions"); and (b) information regarding plans for research, development, new products and services, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers which were learned or discovered by him her during the term of his employment her with the Company, and information regarding the skills and compensation of other employees of the Company. For purposes of this Agreement, the term "Proprietary Information" shall not include information that Employee can show by competent proof (i) was known to Employee prior to disclosure by the Company; (ii) was generally known to the public at the time Company disclosed the information to Employee; (iii) became generally known to the public after disclosure by the Company through no act or omission of Employee; or (iv) was disclosed to Employee by a third party having a bona fide right both to possess the information and to disclose it to Employee.

Appears in 1 contract

Samples: Employment and Non Competition Agreement (Primis Inc)

Recognition of Company’s Rights; Nondisclosure. At all times during the term of his employment and thereafter, Employee will hold in strictest confidence and will not disclose, use, lecture upon or publish any of the Company's Proprietary Information (defined below), except as such disclosure, use or publication may be required in connection with his work for the Company, or unless the Chief Executive Officer or the Board of Directors of the Company expressly authorizes such in writing. Employee shall and hereby does assign to the Company any rights he Employee may have or acquire in such Proprietary Information and recognizes that all Proprietary Information shall be the sole property of the Company and its assigns and that the Company and its assigns shall be the sole owner of all patent rights, copyrights, trade secret rights and all other rights throughout the world (collectively, "Proprietary Rights") in connection therewith. The term "Proprietary Information" shall mean trade secrets, confidential knowledge, data or any other proprietary information of the Company which the Company treats as confidential with respect to the general public. By way of illustration but not limitation, "Proprietary Information" includes (a) inventions, trade secrets, ideas, processes, formulas, data, programs, other words of authorship, know-how, improvements, discoveries, developments, designs and techniques relating to the business or proposed products of the Company and which were learned or discovered by Employee during the term of his employment with the Company (hereinafter collectively referred to as "Inventions"); and (b) information regarding plans for research, development, new products and services, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, suppliers and customers which were learned or discovered by him his during the term of his employment with the Company, and information regarding the skills and compensation of other employees of the Company. For purposes of this Agreement, the term "Proprietary Information" shall not include information that Employee can show by competent proof (i) was known to Employee prior to disclosure by the Company; (ii) was generally known to the public at the time Company disclosed the information to Employee; (iii) became generally known to the public after disclosure by the Company through no act or omission of Employee; or (iv) was disclosed to Employee by a third party having a bona fide right both to possess the information and to disclose it to Employee.

Appears in 1 contract

Samples: Employment and Non Competition Agreement (Primis Inc)

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