Trade Secrets and Unfair Competition Sample Clauses

Trade Secrets and Unfair Competition. You acknowledge and agree that information, including but not limited to pricing information, customer buying and selling habits and special needs, customer credit information as well as the Company’s proprietary software, accounting records, marketing strategies, unique methods and procedures regarding pricing and advertising, employee personnel information, collection procedures, and payment histories, information relating to the Company’s Customers such as contract terms, products purchased from the Company and any other information relating to the Company or the Company’s Customers that has been obtained or made known to you solely as the result of your performing services for the Company, as well as the Company’s business plans, pending transactions, business strategy plans, sales figures, sales reports, internal memoranda, software developed by or for the benefit of the Company and related data source code and programming information (whether or not patentable or registered under copyright or similar statutes), copyrighted software and/or other copyrighted materials created by or for the benefit of the Company, personnel policies, the Company’s marketing methods, plans and related data, accounting/financial records (including, but not limited to, balance sheets, profit and loss statements, tax returns, payable and receivable information, bank account information and other financial reporting information), the names of any of the Company’s vendors and/or suppliers, information relating to costs, sales or services provided to the Company by such vendors and suppliers, the prices the Company obtains or has obtained for the Company’s products or services, compensation paid to the Company’s employees and other terms of employment, information regarding the Company’s relations with its employees, and/or other confidential information regarding the manner of business operations and actual or demonstrably anticipated business, research or development of the Company or any other information that has or could have commercial value or other utility in the business in which the Company is engaged or in which the Company contemplates engaging and information, that, if disclosed without authorization, could be detrimental to the interests of the Company or its Customers, whether or not such information is identified as confidential information by the Company or its Customers, constitutes Confidential Information/Trade Secrets of the Company. You agree that the sal...
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Trade Secrets and Unfair Competition. It is understood that the Shareholders will have access to the Company's confidential and proprietary information and trade secrets, including patentable and nonpatentable technology, customer or client lists and other items of information. The use of such items or the solicitation of the Company's clients, employees, business partners, material vendors or consultants by a Shareholder would materially and adversely affect the Company and all of the Shareholders, economically and otherwise. Accordingly, the Company must protect such information through an agreement regarding confidentiality by and among the Company and the Shareholders on the terms of this Section.
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Trade Secrets and Unfair Competition. The parties to this Agreement understand and agree that the business of the Company is unique. The parties further understand that in the course of rendering services to the Company as an employee, officer or director, Xxxxxxxx will have access to the Company's confidential and proprietary information and trade secrets, including technical, e-commerce, financial, licensing contacts, dairy industry contacts and marketing data, customer lists and other items of proprietary information (collectively called "Confidential Information"). The use of Confidential Information or the solicitation of the Company's clients, customers or business associates either directly or indirectly by Xxxxxxxx, during the term of this Agreement or after termination of Xxxxxxxx'x employment or other involvement in the Company as an officer or director, would materially and adversely affect the Company and its shareholders economically and otherwise. Accordingly, as an inducement to the Company to enter into this Agreement, Xxxxxxxx agrees during the term of this agreement and, if subsequent to the termination of this Agreement, for three (3) years from and after the later of the date of termination of Xxxxxxxx'x employment or involvement in the Company as an officer or director:
Sample 1
Trade Secrets and Unfair Competition. Xxxxxxxxxxx acknowledges that he has been entrusted with access to the Company’s most valuable trade secrets and proprietary data, including but not limited to detailed knowledge concerning the Company’s current and planned products and services, clinical trials, know-how, design and manufacturing techniques, research and development, business plans, marketing and sales programs, financial records, prices and costs, personnel files, potential mergers and acquisitions, and the identities, needs, and preferences of the Company’s customers, prospects, vendors, and partners. Upon any violation of this provision, the Consulting Period and all further compensation or reimbursement of the group health benefits shall immediately cease.
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Trade Secrets and Unfair Competition. The Company understands that the business of WMGC, Med-Link USA, Inc. and Med-Link VPN, Inc. (collectedly the "WMGC Companies") is unique. It is further understood that, in the course of rendering services pursuant to this Agreement, or in having its shareholders or designees serve as officers, directors or employees of the Company, the Company will have access to the WMGC Companies' confidential and proprietary information and trade secrets, including patentable and non-patentable technology, customer or client lists and other items of information. The use of such items or the solicitation the WMGC Companies' clients by the Company or its shareholders, officers, directors, employees or agents (collectively the "MLW Parties") except as set required by this Agreement, would materially and adversely affect the WMGC Companies, economically and otherwise. Accordingly:
Sample 1
Trade Secrets and Unfair Competition. Each of MLW and TCG understands that the business of WMGC, Med-Link USA, Inc. and Med-Link VPN, Inc. (collectively, the "WMGC Companies") is unique. It is further understood that, in the course of rendering services pursuant to this Agreement, or in having its shareholders or designees serve as officers, directors or employees of the Company, MLW and TCG will have access to the WMGC Companies' confidential and proprietary information and trade secrets, including patentable and non-patentable technology, customer or client lists and other items of information. The use of such items or the solicitation of the WMGC Companies' clients by MLW and TCG or its shareholders, officers, directors, employees or agents (collectively, the "MLW and TCG Parties") except as permitted by this Agreement, would materially and adversely affect the WMGC Companies, economically and otherwise. Accordingly:
Sample 1
Trade Secrets and Unfair Competition. Xxxxxxx acknowledges that he has been entrusted with access to the Company’s most valuable trade secrets and proprietary data, including but not limited to detailed knowledge concerning the Company’s current and planned products and services, clinical trials, know-how, design and manufacturing techniques, research and development, business plans, marketing and sales programs, financial records, prices and costs, personnel files, potential mergers and acquisitions, and the identities, needs, and preferences of the Company’s customers, prospects, vendors, and partners.
Sample 1
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Trade Secrets and Unfair Competition. Alexander acknowledges that he has been entrusted with access to the Company’s most valuable trade secrets and proprietary data, including but not limited to detailed knowledge concerning the Company’s current and planned products and services, clinical trials, know-how, design and manufacturing techniques, research and development, business plans, marketing and sales programs, financial records, prices and costs, personnel files, potential mergers and acquisitions, and the identities, needs, and preferences of the Company’s customers, prospects, vendors and partners. During the Consulting Period, although Alexander may accept employment with a competitor who has a femtosecond laser project in the field of ophthalmology, Alexander shall not disclose or use any of the Company’s trade secrets or proprietary data described above and he shall not work in any capacity on any femtosecond laser project in the field of ophthalmology, nor shall he provide any work, services, advice, documents, consulting or information of any kind to any competitor or third party with regard to any femtosecond laser project in the field of ophthalmology.
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Trade Secrets and Unfair Competition. Merrell acknowledges that he has been entrusted with access to SHPI’s most valuable trade secrets and proprietary data and that he has signed a Confidentiality Agreement acknowledging the same. Confidential information consists of all information pertaining to the business of SHPI that is not generally known to the public at the time made known to you. It includes, but is not limited to, trade secrets; secret, or proprietary information; information protected by the attorney/client privilege; marketing, research, trading portfolio and sales and vendor information; computer passwords and program designs; proprietary computer software designs and hardware configurations; proprietary technology, new product and service ideas; business, pricing, and marketing plans; customer, prospect, vendor and personnel lists; financial and other personal information regarding SHPI’s customers and employees; confidential information about other companies and their products; and all information expressly designated as “proprietary,” “SHPI Confidential,” “SHPI Highly Confidential,” “SHPI Restricted,” or “SHPI Internal Use Only.” Merrell will not disclose in any manner any confidential information. The parties agree that any confidentiality or employee agreement relating to confidentiality signed by Merrell during his employment remains in full force and effect.
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Related to Trade Secrets and Unfair Competition

  • Unfair Competition I acknowledge that the Company has a compelling business interest in preventing unfair competition stemming from the intentional or inadvertent use or disclosure of the Company’s Trade Secret and Proprietary Information and Company Property.

  • Confidentiality/Trade Secrets The Executive acknowledges that the Executive’s position with the Corporation is one of the highest trust and confidence both by reason of the Executive’s position and by reason of the Executive’s access to and contact with the trade secrets and confidential and proprietary business information of the Corporation. Both during the term of this Agreement and thereafter, the Executive covenants and agrees as follows:

  • Protection of Confidential Information; Non-Competition 5.1 In view of the fact that the Executive's work for the Company will bring the Executive into close contact with many confidential affairs of the Company not readily available to the public, and plans for future developments, the Executive agrees:

  • Confidential Information and Non-Competition 10. In exchange for the mutual promises and obligations contained in this Agreement, and contemporaneous with its execution or soon thereafter, Employer promises to deliver to Executive or permit Executive to acquire, be exposed to, and/or have access to material, data, and information of the Company and/or its customers or clients that is confidential, proprietary and/or a trade secret (“Confidential Information”). At all times, both during and after the termination of employment, the Executive shall keep and retain in confidence and shall not disclose, except as required in the course of the Executive’s employment with the Company, to any person, firm or corporation, or use for the Executive’s own purposes, any Confidential Information. For the purposes of this Paragraph, such information shall include, but is not limited to:

  • Confidential Information Non Competition (a) The Executive shall hold in a fiduciary capacity for the benefit of the Company all secret or confidential information, knowledge or data relating to the Company or any of its Affiliated Companies, and their respective businesses, which shall have been obtained by the Executive during the Executive's employment by the Company or any of its Affiliated Companies and which shall not be or become public knowledge (other than by acts by the Executive or representatives of the Executive in violation of this Agreement). After termination of the Executive's employment with the Company, the Executive shall not, without the prior written consent of the Company or as may otherwise be required by law or legal process, communicate or divulge any such information, knowledge or data to anyone other than the Company and those designated by it. In no event shall an asserted violation of the provisions of this Section 9 constitute a basis for deferring or withholding any amounts otherwise payable to the Executive under this Agreement.

  • Confidentiality and Trade Secrets Employee agrees that the Company has a proprietary interest in (1) its relationships with its customers, clients, associates and agents and (2) its business methods, systems, plans, business plans, policies, technologies, algorithms, advancements, innovations, trouble-shooting practices, designs, drawings, illustrations, graphics, photographs, estimates, blueprints, employee manuals, purchase order forms, price lists, memoranda, notes, proprietary information, business information, technical data, trade secrets, know-how, ways of doing business, research, requirements, supplier lists, customer lists, prospect lists, markets, developments, inventions, processes, formulae, technologies, techniques, procedures, hardware configuration, website design information, software, object code, source code, marketing material, forecasts, business strategy, finances, accounting, records or other proprietary documents (hereinafter all of which shall collectively be referred to as the “confidential information”). Employee agrees that said information may constitute a trade secret and that a violation of this provision may constitute an unfair business practice. Without limiting the generality of the foregoing, confidential information would also include, but not be limited to, any materials, information or documents marked with the word “confidential.” Therefore, Employee agrees that during all times that he is or has been employed by the Company and after employment by the Company, he shall not (other than pursuant to his duties hereunder or with the prior written consent of a duly authorized representative of the Company) disclose, deliver, disseminate, reproduce, make any use of (except for the benefit of the Company), or allow any use of by a third party, any confidential information to any person, firm, corporation or other entity. Employee agrees that all promotional literature, printed material, internal and external correspondence, and other documents made or compiled by Employee containing any and all confidential information, as defined above, or made available to Employee concerning the Company’s business, shall be the Company’s exclusive property and shall be delivered by Employee to the Company upon expiration or termination of this Agreement or at any other time upon request of the Company. The provisions of this Section shall survive the expiration or termination of this Agreement, or any part thereof without regard, to the reason therefore. Employee hereby acknowledges that the services to be rendered by him are of a special, unique and extraordinary character and, in connection with such services; he will have access to said confidential information concerning the Company’s business. Employee agrees that in the event of a breach of this Section of the Agreement, the Company shall, in addition to injunctive relief, be entitled to seek to recover the greater of either: (1) any amount of damages awarded to the Company in a civil action for damages arising from said breach, or (2) liquidated damages in the amount equal to Employee’s base salary. The Company agrees the Company has no proprietary interest in the following information:

  • Trade Secrets and Proprietary Information (a) Executive recognizes and acknowledges that the Company, through the expenditure of considerable time and money, has developed and will continue to develop in the future information concerning customers, clients, marketing, products, services, business, research and development activities and operational methods of the Company and its customers or clients, contracts, financial or other data, technical data or any other confidential or proprietary information possessed, owned or used by the Company, the disclosure of which could or does have a material adverse effect on the Company, its business, any business it proposes to engage in, its operations, financial condition or prospects and that the same are confidential and proprietary and considered “confidential information” of the Company for the purposes of this Agreement. In consideration of his employment, Executive agrees that he will not, during or after the Term, without the consent of the Board make any disclosure of confidential information now or hereafter possessed by the Company, to any person, partnership, corporation or entity either during or after the term here of, except that nothing in this Agreement shall be construed to prohibit Executive from using or disclosing such information (a) if such disclosure is necessary in the normal course of the Company’s business in accordance with Company policies or instructions or authorization from the Board, (b) such information shall become public knowledge other than by or as a result of disclosure by a person not having a right to make such disclosure, or (c) subsequent to the Term, if such information shall have either (i) been developed by Executive independent of any of the Company’s confidential or proprietary information or (ii) been disclosed to Executive by a person not subject to a confidentiality agreement with or other obligation of confidentiality to the Company. For the purposes of Sections 6, 7 and 8 of this Agreement, the term “Company” shall include the Company, its parent, its subsidiaries and affiliates, other than affiliates whose relationship as an affiliate is derived solely from Executive’s interest in or position at the affiliate.

  • Trade Secrets (i) With respect to each Trade Secret, the documentation relating to such Trade Secret is current, accurate, and sufficient in detail and content to identify and explain it and to allow its full and proper use without reliance on the knowledge or memory of any individual.

  • Confidential Information Noncompetition (a) The Executive shall hold in a fiduciary capacity for the benefit of the Company all secret or confidential information, knowledge or data relating to the Company or any of its affiliated companies, and their respective businesses, which shall have been obtained by the Executive during the Executive's employment by the Company or any of its affiliated companies and which shall not be or become public knowledge (other than by acts by the Executive or representatives of the Executive in violation of this Agreement). After termination of the Executive's employment with the Company, the Executive shall not, without the prior written consent of the Company or as may otherwise be required by law or legal process (provided the Company has been given notice of and opportunity to challenge or limit the scope of disclosure purportedly so required), communicate or divulge any such information, knowledge or data to anyone other than the Company and those designated by it.

  • Confidentiality and Proprietary Rights Executive agrees to read, sign and abide by Company’s Employee Innovations and Proprietary Rights Assignment Agreement, which is provided with this Agreement and incorporated herein by reference.

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