Trade Secrets; Confidentiality Sample Clauses

Trade Secrets; Confidentiality. The request for proposals (RFP) section titled “Trade Secrets and Confidentiality” shall apply to any Trade Secrets disclosed to the City during the process leading to the partiesentering into this Contract (including all of the Contractor’s responses to the RFP). This section (titled “Trade Secrets; Confidentiality”) shall remain in force despite termination of this contract (whether by expiration of the term or otherwise) and termination of the services of the Contractor under this contract. For purposes of this contract, the wordcandidate” in the RFP section just cited shall mean the “Contractor.”
Trade Secrets; Confidentiality. (a) The Executive recognizes and acknowledges that, in connection with his employment with the Company, he has had and will continue to have access to valuable trade secrets and confidential information of the Company and its affiliates including, but not limited to, trade secrets and confidential technical information, processes, computer programs, code, algorithms, formulas, methods, ideas, test data, know-how, functional and technical specifications, designs, drawings, passwords, analysis, research, business plans, marketing, sales and pricing strategies, customer lists and all other information which if disclosed to a third party outside the ordinary course of business could adversely affect a competitive advantage of the Company (collectively, "Confidential Information") and that such Confidential Information is being made available to the Executive only in connection with the furtherance of his employment with the Company. The Executive agrees that during the Term and for a period of five (5) years thereafter, he shall not disclose any of such Confidential Information to any Person, except that disclosure of Confidential Information will be permitted: (i) to the Company, its affiliates and their respective employees or consultants; (ii) if such Confidential Information has previously become available to the public through no fault of the Executive; (iii) if such Confidential Information is independently developed by the Executive without access to such Confidential Information; (iv) if required by any court or governmental agency or body or is otherwise required by law; or (v) if expressly consented to by the Company.
Trade Secrets; Confidentiality. You hereby acknowledge that, as a result of your position with the Company, the Company will give you access to the Company’s proprietary and confidential information and trade secrets. Therefore, as a condition of your employment and the Company’s disclosing such proprietary and confidential information to you, you agree to sign and be bound by a separate Trade Secrets/Confidentiality Agreement.
Trade Secrets; Confidentiality. (a) Each Member, to the extent, if any, that it becomes aware of a trade secret of the Company, agrees that it will not at any time reveal, divulge or otherwise make known any such trade secret of the Company to any Person other than a current officer or employee of the Company, or such other person as the Board may designate in writing or, with prior notice to the Company, pursuant to court order or other legal process or the order of any governmental agency or entity.
Trade Secrets; Confidentiality. (a) Each Fund acknowledges that the Information is the exclusive and confidential property of the Bank or its suppliers. Each Fund shall, and shall cause others to which it discloses the Information to, keep the Information confidential by using the same care and discretion that each Fund uses with respect to its own confidential property and trade secrets, but in no event less than reasonable care.
Trade Secrets; Confidentiality. Xxxxxx acknowledges that during the course of his employment, he had access to various trade secrets, whether in existence or proposed, and confidential information of the Company. Such information includes, but is not limited to, business plans, schematics, blue prints, product information, software, hardware, financial information, manuals, training programs, profit margins, marketing plans, customer information, and the specific terms of the Company’s relationships or agreements with its respective significant vendors or customers. Xxxxxx agrees that he shall not disclose such information or use it in any way, at any time in the future, except to the extent such information becomes publicly available through lawful and proper means, or to the extent that Xxxxxx is required to disclose such information pursuant to subpoena. If such information is requested pursuant to a subpoena, Xxxxxx must give immediate and timely notice to the Company, so that the Company has a reasonable opportunity to seek judicial relief to preclude disclosure, if necessary. Without limitation, the prohibition in this section includes Xxxxxx’x use of such information to directly or indirectly solicit any manufacturer, manufacturer’s representative, distributor, or customer of the Company or any of its subsidiaries, and Xxxxxx’x use of such information to directly or indirectly interfere with the advantageous business relationship(s) between the Company and any of its customers, vendors or suppliers.
Trade Secrets; Confidentiality. Executive recognizes and acknowledges that, in connection with his employment with the Company, he will have access to valuable trade secrets, confidential information and other proprietary information of the Company and their respective Affiliates (collectively, "Confidential Information"), including, but not limited to, software codes, operating and technical methods, technology, customer lists, business methods and processes and marketing, pricing, promotional and financial information, and that these are special and unique assets of the Company and/or for their respective Affiliate's businesses that are made available to Executive only in connection with the furtherance of his employment with the Company. Executive agrees that he shall not at any time disclose any of such Confidential Information to any Person, directly or indirectly, or use same for any reason or purpose whatsoever, except: (i) in connection with the performance of his duties under this Agreement; or (ii) with the express prior written consent of the Company; or (iii) as required by law with prior written notice to the Company. The provisions of this Section 9 shall survive the termination of this Agreement.
Trade Secrets; Confidentiality a. Company acknowledges that in order to perform the services called for in this Agreement, it shall be necessary for Client to disclose to Company certain Trade Secrets. Company further acknowledges that the work will of necessity incorporate such Trade Secrets. Company agrees that it shall not disclose, transfer, use, copy, or allow access to any such Trade Secrets to any employees of the Company or to any third parties, excepting those who have a need to know such Trade Secrets in order to perform the services hereunder and who have bound themselves to respect and protect the confidentiality of such Trade Secrets. Unless Company is compelled to disclose Trade Secrets by judicial or regulatory process, Company shall not disclose any such Trade Secrets to any third parties, including but not limited to the member/owner of Company or their affiliates or their directors, officers or employees. b. Company also acknowledges, and Client understands, that Company is a company which has as members banks or affiliates of banks which may be competitors of Client. Company has therefore adopted internal policies and procedures, including confidentiality agreements with Company's personnel, which assure that the Trade Secrets of Client are not communicated or otherwise transmitted or made available by Company or its personnel to (ii) the member/owners of Company; (ii) corporate parents, affiliates, or subsidiaries of the member/owners of Company; or (iii) officers, directors, agents or employees of the member/owners of Company or of the member/owners' corporate parents, affiliates, or subsidiaries.
Trade Secrets; Confidentiality. Each Party acknowledges that, in connection with, and as a direct result of, this Agreement, the Parties may from time to time disclose to each other, in confidence, certain of the Company’s established trade secrets, proprietary information, production and sales methods, and manufacturing techniques. All such confidential shall be marked as such or reduced to summary content and said summary marked “Confidential” within thirty (30) days of disclosure. All such conveyed information shall at all times be maintained by the receiving Party in strict confidence and utilized by that Party only in connection with the objectives of this Agreement or a properly granted license. The receiving Party will not utilize, directly or indirectly, any of such trade secrets or other confidential information in any business or activity whatsoever (other than pursuant to this Agreement or a properly granted license). The receiving Party acknowledges that all such trade secrets and confidential information are valuable, unique, and special assets of the other Party and the receiving Party will not disclose any of the same to any person, firm, corporation, or other entity, for any reason or purpose, without the prior written consent of the other Party. For the purposes of this Agreement, the term, ‘Confidential Information,’ or any references thereto shall not include any information that (a) which is at any the in the public domain not as a result of a violation hereof by the receiving; (b) which is known to receiving Party prior to conveyance thereof by Company; (c) which is received by the receiving Party from a third party without any violation of confidentiality owed to the other Party; (d) which is developed or known to the receiving Party wholly without the use or knowledge of or reference to the confidential information disclosed by the other Party and/or (e) which is required to be disclosed by the receiving Party pursuant to legal process. Upon the termination or expiration of this Agreement, the confidentiality obligations set forth in this Section IV.B. will survive for a period of ten (10) years.