Trade Secrets, Etc. The Company owns or has the right to use all trade secrets, know-how (including all other unpatented and/or unpatentable proprietary or confidential information, systems or procedures), inventions, designs, processes, works of authorship, computer programs and technical data and information that are material to the development, manufacture, operation and sale of all products and services sold or proposed to be sold by the Company, free and clear of and without violating any right, lien, or claim of others, including without limitation, former employers of its employees.
Trade Secrets, Etc. The Employee shall hold, both during the Employment Term and thereafter, 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 subsidiaries or corporate affiliates and their respective businesses and operations, which shall have been obtained by the Employee during the Employee's employment (whether prior to or after the date hereof) and which shall not have become public knowledge (other than by acts of the Employee or his representatives in violation of this Agreement). The Employee agrees (i) that, without the prior written consent of the Company or as may be otherwise required by law or legal process, he will not communicate or divulge any such information, knowledge or data to any party other than the Company and (ii) to deliver promptly to the Company upon its written request any confidential information, knowledge or data in his possession, whether produced by the Company or any of its subsidiaries and corporate affiliates or by the Employee, that relates to the business of the Company or any of its subsidiaries and joint ventures or any past, current or prospective activity of the Company or any of its subsidiaries and joint ventures. The Employee shall be permitted to retain copies of such data as are necessary in order to enable the Employee to assert any rights under this Agreement, provided that such data shall be used solely for such purpose.
Trade Secrets, Etc. The Executive agrees that he shall not, during or after the termination of this Agreement, divulge, furnish or make accessible to any person, firm, corporation or other business entity, any information, trade secrets, technical data or know-how relating to the business, business practices, methods, products, processes, equipment, clients' prices or other confidential or secret aspect of the business of the Corporation and/or any subsidiary or affiliate, except as may be required in good faith in the course of his employment with the Corporation or by law, without the prior written consent of the Corporation, unless such information shall become public knowledge (other than by reason of Executive's breach of the provisions hereof).
Trade Secrets, Etc. The Employee agrees that he shall not, during or after the termination of this Agreement, divulge, furnish or make accessible to any person, firm, corporation or other business entity, any systems, inventions, discoveries, improvements, processes, compounds, formulae referred to in this Section information and any trade secrets, technical data or know-how relating to the business, business practices, methods, products, processes, equipment, clients’ prices or other confidential or secret aspect of the business of the Company and/or any subsidiary or affiliate, except as may be required in good faith in the course of his employment with the Company or by law, without the prior written consent of the Company, unless such information shall become public knowledge (other than by reason of Executive’s breach of the provisions hereof).
Trade Secrets, Etc. Upon the termination of his employment, the Employee agrees forthwith to deliver up to the Company, and, during the term of this Agreement and for 15 years thereafter, not to disclose to any person, firm, corporation, association or other entity other than the Company (a "Third Person") for any reason or purpose whatsoever other than as authorized by the Company or as required by law or as necessary to the performance of his duties to the Company, any confidential data in his possession, whether produced by the Company or by him, relating to the Company's business or any past, current or prospective activity of the Company.
Trade Secrets, Etc. The Executive agrees that he shall not, during or after the termination of this Agreement, divulge, furnish or make accessible to any person, firm, corporation or other business entity, any information, trade secrets, client lists, vendor lists, pricing information, technical data (with the exception of duplicatable technical data and code that does not compete with the Corporation or the Corporation’s business) or know-how relating to the business, business practices, methods, products, processes, equipment or other confidential or secret aspect of the business of the Corporation and/or any subsidiary or affiliate, except as may be required in good faith in the course of his employment with the Corporation or by law, without the prior written consent of the Corporation, unless such information shall become public knowledge (other than by reason of Executive’s breach of the provisions hereof).
Trade Secrets, Etc. Except as described in the Registration Statement, the Preliminary Prospectus and the Prospectus, the Company owns and, to its knowledge, has the unrestricted right to use all trade secrets, know-how (including all other unpatented and/or unpatentable proprietary or confidential information, systems or procedures), inventions, designs, processes, works of authorship, computer programs and technical data and information that are material to the development, manufacture, operation and sale of all products and services sold or proposed to be sold by the Company, free and clear of and, to its knowledge, without violating any, right, lien, or claim of others, including without limitation, former employers of its employees.
Trade Secrets, Etc. Notwithstanding any other provision of this Agreement, the General Partner shall have the right to keep confidential from the Limited Partners for such period of time as the General Partner shall determine is reasonable (i) any information that the General Partner reasonably believes to be in the nature of trade secrets and (ii) any other information (A) the disclosure of which the General Partner in good faith believes is not in the best interest of the Onshore Partnership or could damage the Onshore Partnership or any of the Onshore Partnership’s investments, (B) that any of the General Partner or the Onshore Partnership is required by law or by any agreement with a third party to keep confidential, or (C) regarding any investment of the Onshore Partnership where the General Partner reasonably believes a conflict of interest between such Limited Partner and such investment exists or may exist. It is understood that the General Partner may elect to exercise its right to withhold information pursuant to this Section 8.09(b) on a Limited Partner by Limited Partner basis, including the exercise of such right with respect to any Limited Partner that is subject to any “freedom of information,” “sunshine” or other law, rule or regulation that imposes upon such Limited Partner an obligation to make certain information available to the public. If, pursuant to the foregoing sentence, the General Partner does not provide an individual Limited Partner with certain information, then the General Partner shall promptly provide such Limited Partner with notice of such action.
Trade Secrets, Etc. The Employee shall hold in a fiduciary capacity for the benefit of the Company all secret or confidential information, knowledge or data (including without limitation all financial information) relating to the Company or any of its subsidiaries or affiliates and their respective businesses and operations, which shall have been obtained by the Employee during the Employee's employment (whether prior to or after the Commencement Date) and which shall not have become public knowledge (other than by acts of the Employee or any of his representatives in violation of this Agreement). Employee acknowledges that the above-described knowledge or information constitutes a unique and valuable asset of the Company and represents a substantial investment of time and expense by Company, and that any disclosure or other use of such knowledge or information other than for the sole benefit of the Company would be wrongful and would cause irreparable harm to the Company. At the end of the Employment Term, the Employee agrees (i) not, without the prior written consent of the Company or as may be otherwise required by law or legal process, to communicate or divulge any such information, knowledge or data to any party other than the Company, and (ii) to deliver promptly to the Company any confidential information, knowledge or data in his possession, whether produced by the Company or any of its subsidiaries and corporate affiliates or by the Employee, that relate to the business of the Company or any of its subsidiaries or affiliates or any past, current or prospective activity of the Company or any of its subsidiaries or affiliates. In either event, the Employee shall be permitted to retain copies of such data as are necessary in order to enable the Employee to assert any rights under this Agreement, provided that such data shall be used solely for such purpose.
Trade Secrets, Etc. Notwithstanding any other provision of this Agreement, the Investment Manager shall have the right to keep confidential from the Members for such period of time as the Investment Manager shall determine is reasonable (i) any information that the Investment Manager reasonably believes to be in the nature of trade secrets and (ii) any other information (x) the disclosure of which the Investment Manager in good faith believes is not in the best interest of the Fund or could damage the Fund or any of its investments, (y) that the Investment Manager and the Fund is required by law or by any agreement with a third Person to keep confidential or (z) regarding a Portfolio Investment where the Investment Manager reasonably believes a conflict of interest between such Member and such Portfolio Investment exists or may exist. Subject to applicable law, it is understood that the Investment Manager may elect to exercise its right to withhold information pursuant to this Section 14.12(b) on a Member by Member basis, including the exercise of such right with respect to any Member that is subject to any “freedom of information”, “sunshine” or other law, rule or regulation that imposes upon such Member an obligation to make certain information available to the public. If, pursuant to the foregoing sentence, the Investment Manager does not provide an individual Member with certain information, then the Investment Manager shall promptly provide such Member with notice of such action.
