Confidentiality Restrictive Covenants. Employee acknowledges that his employment with the Company will afford Employee an opportunity to identify the Company’s business strategies and know-how, enable him to establish favorable relations with the Company’s customers, business prospects and suppliers and provide him with access to other confidential, trade secret or proprietary information of the Company (collectively, the “Confidential Information”) including, without limitation, business and marketing plans, customer files and lists, business prospects, sales techniques, billing files, software, source code, financial information, reports, summaries, spreadsheets, evaluations, drawings, specifications, seismic data, reserve reports, prospect analyses, geological and geophysical data, maps, models, interpretations, and other confidential or proprietary information of the Company whether in written, graphic, electronic or any other format. Employee further acknowledges that the Company will expend considerable amounts of time, money and other assets in the development of this Confidential Information which is essential to its business, and Employee acknowledges that his employment by the Company is conditioned on his promise not to use any Confidential Information or to divulge any Confidential Information to any person or entity not employed by the Company without the Company’s prior written approval. Employee, therefore, agrees not to use, disclose or in any manner reveal to any person, firm, company, corporation or other entity any of the Confidential Information conveyed to him or in connection with his employment by the Company prior or subsequent to this Agreement other than for Employee to carry out his duties under this Agreement. Anything herein to the contrary notwithstanding, this Agreement shall be inoperative as to such portions of the Confidential Information which (i) are or become generally available to the public other than as a result of a disclosure by Employee; (ii) become available to Employee on a nonconfidential basis from a source, other than the Company or its representatives, which has represented to Employee (and which Employee has no reason to disbelieve after due inquiry) that such source is entitled to disclose it, or (iii) were known to Employee on a nonconfidential basis prior to disclosure to Employee by the Company or its representatives. Employee further agrees that while he remains in the employ of the Company and for a period of twelve (12) months following t...
Confidentiality Restrictive Covenants. Employee agrees to be bound by the applicable UCH and Company policies regarding confidentiality, solicitation, competition, and disparagement as set forth in UCH’s and Company’s policy manuals and as may be amended from time to time. Employee shall at all times hold in strict confidence any Proprietary or Confidential Information related to UCH, Company or their subsidiaries and affiliates, except that Employee may disclose such information as required by law, court order, regulation or similar order. For purposes of this Agreement, the term “Proprietary or Confidential Information” shall mean all information relating to UCH, Company, their subsidiaries or affiliates (such as business plans, trade secrets, or financial information of strategic importance to the Company or its subsidiaries or affiliates) that is not generally known in the airline industry, that was learned, discovered, developed, conceived, originated or prepared during Employee’s employment with Company and the disclosure of which would be harmful to the business prospects, financial status or reputation of UCH, Company or their subsidiaries or affiliates at the time of any disclosure by Employee. The relationship between Employee and UCH and its affiliates is and shall continue to be one in which UCH and its affiliates reposes special trust and confidence in Employee, and one in which Employee has and shall have a fiduciary relationship to UCH and its affiliates. As a result, UCH and its affiliates shall, in the course of Employee’s duties under the Agreement entrust Employee with, and disclose to Employee, Proprietary or Confidential Information. Employee recognizes that Proprietary or Confidential Information has been developed or acquired, or will be developed or acquired, by UCH and its affiliates at great expense, is proprietary to UCH and its affiliates, and is and shall remain the property of UCH and its affiliates. Employee acknowledges the confidentiality of Proprietary or Confidential Information and acknowledges that Employee could not competently perform Employee’s duties under this Agreement without access to such information. Employee acknowledges that any use of Proprietary or Confidential Information by persons not in the employ of UCH and its affiliates would provide said persons an unfair competitive advantage which they would not have without the use of said Proprietary or Confidential Information and that said advantage would cause UCH and its affiliates irreparable h...
Confidentiality Restrictive Covenants. By executing this Agreement, each Member expressly agrees, at all times during the term of the Company and thereafter and whether or not at the time a Member of the Company, to maintain the confidentiality of, and not to disclose to any person other than the Company, another Member or a person designated by the Company, any information relating to the business, financial structure, financial position or financial results, clients or affairs of the Company that shall not be generally known to the public or the securities industry, except as otherwise required by law or by any regulatory or self-regulatory organization having jurisdiction; provided, that any corporate Member may disclose any such information it is required by law, rule, regulation or custom to disclose. In addition, each Member shall be subject to the restrictive covenants and other obligations set forth in such Member’s Admission Letter.
Confidentiality Restrictive Covenants. 21 (a) Confidential Information.......................................................................21 (b) Acknowledgments by Controlling Stockholders....................................................22 (c) Non-Competition; Non-Solicitation..............................................................22 (d) Enforceability.................................................................................22 SECTION 3.7. Public Announcements................................................................................23 SECTION 3.7. Indemnification of Directors and Officers...........................................................23 SECTION 3.9. Stockholder Representative..........................................................................23
Confidentiality Restrictive Covenants. (a) By executing this Agreement, each Partner expressly agrees, at all times during the term of the Partnership and thereafter and whether or not at the time a Partner of the Partnership, to maintain the confidentiality of, and not to disclose to any person other than the Partnership, another Partner or a person designated by the Partnership, any information relating to the business, financial structure, financial position or financial results, clients or affairs of the Partnership or the Funds that shall not be generally known to the public or the securities industry, except as otherwise required by law or by any regulatory or self-regulatory organization having jurisdiction; provided, that any corporate Partner may disclose any such information it is required by law, rule, regulation or custom to disclose. In addition, each Partner shall be subject to the restrictive covenants and other obligations set forth in such Partner’s Admission Letter. Notwithstanding anything in this Agreement to the contrary, to comply with Treasury Regulations Section 1.6011-4(b)(3)(i), each Partner (and any employee, representative or other agent of such Partner) may disclose to any and all persons, without limitation of any kind, the U.S. federal income tax treatment and tax structure of the Partnership, it being understood and agreed, for this purpose, (1) the name of, or any other identifying information regarding (a) the Partners or any existing or future investor (or any Affiliate thereof) in any of the Partners, or (b) any investment or transaction entered into by the Partners; (2) any performance information relating to any of the Partners or their investments; and (3) any performance or other information relating to previous funds or investments sponsored by any of the Partners, does not constitute such tax treatment or tax structure information.
Confidentiality Restrictive Covenants. (a) In connection with Executive’s services to Employer, Employer agrees that it will provide access to certain proprietary and confidential information of Employer and the Companies that is not generally known to the public, including but not limited to, its services, personnel, procedures and financial information. The promises of the Employer contained herein are not intended to be contingent upon continued employment but are intended by the parties to be fully enforceable at the time of the execution of this Agreement. Executive acknowledges and agrees that Executive’s employment by Employer creates a relationship of confidence and trust between the Executive and Employer that extends to all confidential information that becomes known to Executive. Executive agrees not to directly, indirectly or otherwise, disclose, publish, make available to, or use for his own benefit or the benefit of any person, firm, corporation or other entity for any reason or purpose whatsoever, any proprietary or confidential information during the Contract Period and thereafter other than in connection with performing Executive’s services for Employer in accordance with this Agreement. Upon a Termination, Executive agrees not to retain or take with him any confidential notes, records, documents or other proprietary or confidential information about Employer, the Companies or any of their affiliates prepared or obtained in the course of employment.
Confidentiality Restrictive Covenants. Executive acknowledges and agrees that he is bound by the terms of the Company’s standard Employee Noncompetition, Nondisclosure and Developments Agreement attached hereto as Exhibit A. Employee further represents and warrants that his performance of all the terms of this Agreement and including any attachments does not and will not breach any agreement with any third parties to keep in confidence proprietary information or to restrain from competitive activities.
Confidentiality Restrictive Covenants. Under this Agreement and after termination thereof, you agree to use any and all confidential information, with which you may or will become familiar as a result of your employment with the Company only for the benefit of the Company or its affiliates and not to disclose it to any third parties, except in the necessary course of business for and on behalf of the Company or its affiliates. All information relating to the Company or its affiliates that is not generally known to the public (including any product or pricing information, client contacts or other client related information, any information relating to the Company’s or its affiliate’s operations, business or market strategy) disclosed to you in the course of your employment in the Company remains the property of the Company and you must not use such information in any way other than in the discharge of your duties to the Company. Given the confidential information with which you may or will become familiar as a result of your employment with the Company and the significant value of such information to the Company, you agree that, in the event of your leaving the Company’s employment for any reason, for a period of one year thereafter, within the geographic limits which, Baxter Asia Pacific, and any of their competitors are or would be in actual competition:
Confidentiality Restrictive Covenants. The confidentiality provisions set forth in Section 7.5 of the APA and the non-solicitation covenant set forth in Section 7.12 of the APA (including the remedies for breach set forth in the APA), are hereby incorporated by reference as if fully set forth herein, and shall be applicable to the conduct of the parties hereto with respect to this Agreement.
Confidentiality Restrictive Covenants. Confidential Information ------------------------- 6.01. Any information furnished by Mpower to Agent for Agent's use is the sole property of Mpower. This proprietary business information includes, but is not limited to, customer requirements, customer lists, pricing strategies, marketing information and strategies, and information concerning Mpower's employees, products, services, prices, and operations, except promotional or sales material and pricing information intended for actual or prospective customers. 6.02. Information described in 6.01 of this Agreement, except promotional or sales material and pricing information intended for actual or prospective customers, will be considered to be confidential regardless of the existence or absence of protection under any proprietary right; and information described in 6.01 of this Agreement will be considered to be confidential regardless of the manner in which the information has been received and/or disclosed to Agent by Mpower, whether orally, in writing, or by any other means.
