Secrecy and Non Competition Sample Clauses
The Secrecy and Non-Competition clause serves to protect a party’s confidential information and restrict the other party from engaging in competing activities. Typically, this clause prohibits the disclosure of proprietary data, trade secrets, or sensitive business information to third parties, and may also prevent an employee or contractor from working with direct competitors for a specified period after the relationship ends. Its core function is to safeguard the disclosing party’s competitive advantage and business interests by minimizing the risk of information leaks and unfair competition.
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Secrecy and Non Competition. 14.1 All reports, manuals, memoranda, computer disks and tapes, and other materials created by Executive or made available to Executive by the Companies during the performance of his duties are the sole property of the Companies. Executive agrees to use all such property exclusively for the Companies' benefit and to return it, including any and all copies of such materials, to the Companies in the event of the termination of his employment.
14.2 Executive will protect the Confidential Information of the Companies, as defined below, from disclosure and will not divulge it, either during or after his employment, to any person or entity not associated with the Companies and entitled to receive such information. For purposes of this Agreement; the term "Confidential Information" includes, but is not limited to, non-public information, whether in tangible form or otherwise, concerning technology owned by the Companies, whether a "trade secret," or patented, or not; business and marketing plans; past; present, and prospective customer identities, lists, credit information, and purchasing patterns; pricing and marketing policies and practices; financial information; acquisition and strategic plans; and other operating policies and practices.
Secrecy and Non Competition. The Executive reaffirms his obligations under the Secrecy and Non-Competition Agreement, dated March 11, 1999, between the Company and the Executive. The Company agrees that the restrictions contained in Section 1(a) of the Secrecy and Non-Competition Agreement shall not prohibit the Executive from owning up to one percent (1.0%) of the outstanding capital stock of a publicly held entity that competes with the Company.
Secrecy and Non Competition. Schl▇▇▇▇▇▇▇▇▇ ▇▇▇nowledges that during consulting assignments he will obtain and be exposed for confidential and proprietary material, knowledge, contacts and know-how of VitalCom's which could be used to the substantial advantage of a competitor of VitalCom and to VitalCom's substantial detriment. During the term of this consulting agreement and for period of two years after Schl▇▇▇▇▇▇▇▇▇ ▇▇▇ll not participate or engage, directly or indirectly, for himself on or behalf of or in conjunction with any person, partnership, corporation or other entity, whether as an employee, agent, officer, director, shareholder, partner, joint venturer, investor (other than owning or holding not greater than a two percent (2%) interest in a publicly held entity), or otherwise, in any business activities if such activity consists of any activity undertaken or expressly contemplated to be undertaken by VitalCom or any of its subsidiaries. In addition, Schl▇▇▇▇▇▇▇▇▇ ▇▇▇eby ratifies and confirms all of the terms, provisions, and obligations set forth in that certain Proprietary Information and Inventions Agreement entered into by Schl▇▇▇▇▇▇▇▇▇ ▇▇▇ VitalCom dated August 23, 1995, and all of the terms and provisions of Section 7 of the Employment Agreement dated August 29, 1995 by and between Schl▇▇▇▇▇▇▇▇▇ ▇▇▇ VitalCom, as amended January 5, 1996 and January 1, 1997.
Secrecy and Non Competition. During the term of this Agreement, Buyer and its Affiliates will provide the same degree of protection for all trade secrets communicated to Buyer by Seller and identified at that time as "Seller Trade Secrets" as Buyer exercises with respect to its own information of similar character and importance. Buyer shall use its best efforts to obtain from each of its employees or agents (present or future) who will spend substantial time working on the Zero Pollution Device and/or who will have any trade secrets, confidential information or unpublished know-how relating to the Zero Pollution Device and Employee Invention and Secrecy Agreement substantially and shall include appropriate secrecy provisions in all contracts with its customers, licensees and sublicensees of the Zero Pollution Device or parts thereof, of which agreements Seller, as secured party hereunder, shall be a beneficiary.
Secrecy and Non Competition. During the term of this Agreement, Buyer and its Affiliates will provide the same degree of protection for all trade secrets communicated to Buyer by Seller and identified at that time as "Seller Trade Secrets" as Buyer exercises with respect to its own information of similar character and importance. Further, in the event of the termination of this Agreement for any reason, Buyer will not engage in or participate with anyone in the manufacture, sale, lease or distribution of machines utilizing any aspect of the Air Motor which utilizes any of the Seller Trade Secrets included in the Air Motor, except as otherwise specifically provided in Paragraph 3.01(b). This through no fault of Buyer becomes, publicly available, or is disclosed by Buyer to customers or potential customers, licensees or sublicensees in the normal course of business. In furtherance of this provision, Buyer shall use its best efforts to obtain from each of its employees or agents (present or future) who will spend substantial time working on the Air Motor and/or who will have any trade secrets, confidential information or unpublished know-how relating to the Air Motor and Employee Invention and Secrecy Agreement substantially in the form of the Employee Invention and Secrecy Agreement attached hereto as Exhibit "B", and shall include appropriate secrecy provisions in all contracts with its customers, licensees and sublicensees of the Air Motor or parts thereof, of which agreements Seller, as secured party hereunder, shall be a beneficiary.
Secrecy and Non Competition. 1. The Seller and the Seller's Guarantor undertake for a period of five years from the Closing Date to keep strictly secret all matters, in particular all business and trade secrets of the BevCan Business, known to it and not to disclose such matters and secrets, directly or indirectly, to any third parry, nor to cause such disclosure by third parties, nor to abet or justify such disclosure, nor to use such matters or secrets for itself, unless the disclosure to governmental authorities or any other third party is required by virtue of law.
2. The Seller and the Seller's Guarantor undertake for a period of two years from the Closing Date, without the prior written consent of the Purchaser, not to actively cause any employee, agent or advisor (excluding lawyers, investment bankers, certified public accountants and tax advisors) as of the date hereof or in the future employed or retained by any of the BevCan Companies, to work in any way whatsoever for the Seller or the Seller's Guarantor, for an enterprise in which it holds an interest or for a competitor or to terminate an existing relationship with any of the BevCan Companies.
3. The Seller and the Seller's Guarantor undertake for a period of two years from the Closing Date not to design, manufacture, market or sell in any part of Europe or Asia any products which are of the same kind as, or competitive with, products designed, manufactured, marketed or sold by the BevCan Companies in the BevCan Business in the past or at present or planned to be designed, manufactured, marketed or sold by the BevCan Companies, nor to assist third parties, directly or indirectly, in the design, manufacturing, marketing or sale of such products. The Seller and the Seller's Guarantor, however, shall be entitled to acquire and to hold an interest in companies which design, manufacture, market or sell such products, provided that such interest will be acquired and held by the Seller as financial investor for investment purposes only.
Secrecy and Non Competition