Common use of Proprietary Information Obligations Clause in Contracts

Proprietary Information Obligations. During the Term of employment under this Agreement, Executive will have access to and become acquainted with the Company’s and its Affiliates’ confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s and its Affiliates’ customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively “Proprietary Information”). Executive shall not disclose any of the Company’s or its Affiliates’ Proprietary Information directly or indirectly, or use it in any way, either during the Term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employment; provided, however, that Executive may retain copies of documents reasonably related to his interest as a stockholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (a) information which is or becomes generally public knowledge except through disclosure by the Executive in violation of this Agreement, and (b) information that may be required to be disclosed by applicable law.

Appears in 9 contracts

Samples: Executive Employment Agreement (CalAmp Corp.), Executive Employment Agreement (CalAmp Corp.), Executive Employment Agreement (CalAmp Corp.)

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Proprietary Information Obligations. During the Term term of employment under this Agreement, Executive will have access to and become acquainted with the Company’s 's and its the Company's Affiliates' confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s 's and its the Company's Affiliates' customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively "Proprietary Information"). Executive shall not disclose any of the Company’s 's or its the Company's Affiliates' Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its the Company's Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its the Company's Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s 's duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employment; provided, however, that Executive may retain copies of documents reasonably related to his interest as a stockholder shareholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (ai) information which is or becomes generally public knowledge except through disclosure by the Executive in violation of this Agreement, Agreement and (bii) information that may be required to be disclosed by applicable law.

Appears in 6 contracts

Samples: Employment Agreement (CalAmp Corp.), Employment Agreement (California Amplifier Inc), Employment Agreement (CalAmp Corp.)

Proprietary Information Obligations. During the Term of employment under this Agreementterm hereof, Executive will have access to and become acquainted with the Company’s 's and its the Company Affiliates' confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s 's and its the Company Affiliates' customer relationships, personnel, personnel or sales, marketing, pricing and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, records and specifications (collectively "Proprietary Information"). Executive shall not disclose any of the Company’s 's or its the Company Affiliates' Proprietary Information Information, directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required in the course of his employment for by the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its the Company Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its the Company Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s 's duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employment; provided, however, that Executive may retain copies of documents reasonably related to his interest as a stockholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (ai) information which that is or becomes generally public knowledge or public except through disclosure by the Executive in violation of this Agreement, Agreement and (bii) information that may be required to be disclosed by applicable law.

Appears in 4 contracts

Samples: Jon Degaynor Employment Agreement (Autocam Corp/Mi), Employment Agreement (Autocam International LTD), Employment Agreement (Autocam International LTD)

Proprietary Information Obligations. During the Term term of employment under this Agreement, Executive will have access to and become acquainted with the Company’s 's and any of its respective Affiliates' confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s 's and its respective Affiliates' customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively "Proprietary Information"). Executive shall not disclose any of the Company’s 's or any of its respective Affiliates' Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or any of its respective Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or and its Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s 's duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employment; provided, however, that Executive may retain copies of documents reasonably related to his interest as a stockholder shareholder and any documents that were personally ownedowned by Executive, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (ai) information which is or becomes generally public knowledge or public except through disclosure by the Executive in violation of this Agreement, Agreement and (bii) information that may be required to be disclosed by applicable law, regulation, court order, court decree, or judicial process (so long as prompt written notice is provided by Executive to the Company, calculated to provide the Company with an opportunity to obtain a restraining order or other recourse).

Appears in 4 contracts

Samples: Employment Agreement (Aircraft Braking Services, Inc.), Employment Agreement (Aircraft Braking Services, Inc.), Employment Agreement (Aircraft Braking Services, Inc.)

Proprietary Information Obligations. During the Term term of employment under this Agreement, Executive will have access to and become acquainted with the Company’s ’s, Xxxxxxx’ and its any of their respective Affiliates’ confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s ’s, Xxxxxxx’ and its any of their respective Affiliates’ customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively “Proprietary Information”). Executive shall not disclose any of the Company’s ’s, Xxxxxxx’ or its any of their respective Affiliates’ Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or Xxxxxxx or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company Company, Xxxxxxx or its any of their respective Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company Company, Xxxxxxx or its any of their Affiliates, as the case may be, and shall not be removed from the premises of the Company or Xxxxxxx under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s duties hereunder, and if removed shall be immediately returned to the Company or Xxxxxxx, as the case may be, upon any termination of his employment; provided, however, that Executive may retain copies of documents reasonably related to his interest as a stockholder shareholder and any documents that were personally ownedowned by Executive, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (ai) information which is or becomes generally public knowledge or public except through disclosure by the Executive in violation of this Agreement, Agreement and (bii) information that may be required to be disclosed by applicable law.

Appears in 3 contracts

Samples: Employment Agreement (Douglas Dynamics, Inc), Employment Agreement (Douglas Dynamics, Inc), Employment Agreement (Douglas Dynamics, Inc)

Proprietary Information Obligations. During the Term of Executive's employment under pursuant to this Agreement, the Executive will have access to and become acquainted with the Company’s and its Affiliates’ confidential and proprietary informationinformation of the Company and its subsidiaries, including, but not limited to, information or plans regarding the Company’s and its Affiliates’ customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively "Proprietary Information"). The Executive shall will not disclose any of the Company’s or its Affiliates’ such Proprietary Information directly or indirectly, or use it in any way, either during the Term of Executive's employment pursuant to this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its Affiliatessubsidiaries, whether prepared by the Executive or otherwise coming into his possession, shall will remain the exclusive property of the Company or its Affiliatessubsidiaries, as the case may be, and shall may not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out the Executive’s 's duties hereunder, and if removed shall must be immediately returned to the Company upon any termination of his employment; providedPROVIDED, howeverHOWEVER, that the Executive may retain copies of documents reasonably related to his interest as a stockholder shareholder and any documents that were personally owned, which copies and the information contained therein the Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall will not include (a) information which is or becomes generally public knowledge or public except through disclosure by the Executive in violation of this Agreement, Agreement and (b) information that may be required to be disclosed by applicable law.

Appears in 2 contracts

Samples: Employment Agreement (K2 Inc), Employment Agreement (K2 Inc)

Proprietary Information Obligations. During Prior to the Term of employment under this Agreementdate hereof and during the Employment Term, Executive has had and will have access to to, and has and will become acquainted with with, the Company’s and its Affiliates’ confidential and proprietary information, including, including but not limited to, to information or plans regarding the Company’s and its Affiliates’ customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively “Proprietary Information”). Executive shall not disclose any of the Company’s or its Affiliates’ Proprietary Information directly or indirectly, or use it in any way, either during the Employment Term of this Agreement or at any time thereafter, except as required in the course of his employment for by the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its AffiliatesCompany, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employmentimmediately following the Employment Termination Date, and no copies thereof shall be kept by Executive; providedPROVIDED, howeverHOWEVER, that Executive may shall be entitled to retain copies of documents reasonably related to his interest as a stockholder shareholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (a) information which is owned or becomes generally public knowledge except through disclosure by the Executive in violation of this Agreement, and (b) information that may be required to be disclosed by applicable lawacquired.

Appears in 2 contracts

Samples: Employment Agreement (Aftermarket Technology Corp), Employment Agreement (Aftermarket Technology Corp)

Proprietary Information Obligations. During the Term of Employee's ---------------------------------------- employment under this Agreementwith the Company, Executive will have Employee had access to and become became acquainted with the Company’s and its Affiliates’ 's confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s and its Affiliates’ 's customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; , processes; and other compilations of information, records, and specifications (collectively “collectively, "Proprietary ----------- Information"). Executive Employee shall not disclose any of the Company’s or its Affiliates’ 's Proprietary ----------- Information directly or indirectly, or use it in any way, either during the Term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its Affiliatessubsidiaries, whether prepared by Executive Employee or otherwise coming into his possession, shall remain the exclusive property of the Company or its AffiliatesCompany, as the case may be, and shall not be removed from the premises of the Company or its subsidiaries under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employmentCompany; provided, however, that Executive Employee may retain copies of any documents that were -------- ------- personally owned or reasonably related to his interest as a stockholder and any documents that were personally owned, which copies and the information contained therein Executive stockholder. Employee agrees not to use the information contained in such retained documents for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (a) information which is or becomes generally public knowledge or public except through disclosure by the Executive Employee in violation of this Agreement, Agreement and (b) information that may be required to be disclosed by applicable law. In the event of a breach or threatened breach of this Section 7, the Employee agrees that the Company shall be entitled to apply for injunctive relief in a court of appropriate jurisdiction to remedy any such breach or threatened breach, the Employee acknowledging that damages would be inadequate and insufficient.

Appears in 2 contracts

Samples: Agreement (Luxtec Corp /Ma/), Agreement (Luxtec Corp /Ma/)

Proprietary Information Obligations. During the Term of employment under this AgreementTerm, Executive will have access to and become ----------------------------------- acquainted with the Company’s and its Affiliates’ 's confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s and its Affiliates’ 's customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; , processes; and other compilations of information, records, and specifications (collectively “collectively, "Proprietary Information"). Executive ----------------------- shall not disclose any of the Company’s or its Affiliates’ 's Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its Affiliatessubsidiaries, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its AffiliatesCompany, as the case may be, and shall not be removed from the premises of the Company or its subsidiaries under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s 's duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employment; provided, however, -------- ------- that Executive may retain copies of documents reasonably related to his interest as a stockholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (a) information which is or becomes generally public knowledge or public except through disclosure by the Executive in violation of this Agreement, Agreement and (b) information that may be required to be disclosed by applicable law.

Appears in 2 contracts

Samples: Employment Agreement (Luxtec Corp /Ma/), Employment Agreement (Luxtec Corp /Ma/)

Proprietary Information Obligations. During the Term of Executive's employment under pursuant to this Agreement, the Executive will have access to and become acquainted with the Company’s and its Affiliates’ confidential and proprietary informationinformation of the Company and its subsidiaries, including, but not limited to, information or plans regarding the Company’s and its Affiliates’ customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively “collectively, "Proprietary Information"). The Executive shall will not disclose any of the Company’s or its Affiliates’ such Proprietary Information directly or indirectly, or use it in any way, either during the Term of Executive's employment pursuant to this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its Affiliatessubsidiaries, whether prepared by the Executive or otherwise coming into his possession, shall will remain the exclusive property of the Company or its Affiliatessubsidiaries, as the case may be, and shall may not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out the Executive’s 's duties hereunder, and if removed shall must be immediately returned to the Company upon any termination of his employment; providedPROVIDED, howeverHOWEVER, that the Executive may retain copies of documents reasonably related to his interest as a stockholder shareholder and any documents that were personally owned, which copies and the information contained therein the Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall will not include (a) information which is or becomes generally public knowledge or public except through disclosure by the Executive in violation of this Agreement, Agreement and (b) information that may be required to be disclosed by applicable law.

Appears in 2 contracts

Samples: Employment Agreement (K2 Inc), Employment Agreement (K2 Inc)

Proprietary Information Obligations. During the Term term of employment under this Agreement, Executive will have access to and become acquainted with the Company’s and its the Company’s Affiliates’ confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s and its the Company’s Affiliates’ customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively “Proprietary Information”). Executive shall not disclose any of the Company’s or its the Company’s Affiliates’ Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its the Company’s Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its the Company’s Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employment; provided, however, that Executive may retain copies of documents reasonably related to his interest as a stockholder shareholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (ai) information which is or becomes generally public knowledge except through disclosure by the Executive in violation of this Agreement, Agreement and (bii) information that may be required to be disclosed by applicable law.

Appears in 1 contract

Samples: Employment Agreement (CalAmp Corp.)

Proprietary Information Obligations. During the Term term of employment under this Agreement, Executive will have access to and become acquainted with the Company’s 's and its the Company's Affiliates' confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s 's and its the Company's Affiliates' customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively "Proprietary Information"). Executive shall not disclose any of the Company’s 's or its the Company's Affiliates' Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its the Company's Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its the Company's Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s 's duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employment; provided, however, that Executive may retain copies of documents reasonably related to his interest as a stockholder shareholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (ai) information which is or becomes generally public knowledge or public except through disclosure by the Executive in violation of this Agreement, Agreement and (bii) information that may be required to be disclosed by applicable law.

Appears in 1 contract

Samples: Employment Agreement (North American Scientific Inc)

Proprietary Information Obligations. During the Term term of employment under this the Agreement, Executive will have access to and become acquainted with the Company’s and its the Company Affiliates’ confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s and its Company Affiliates’ customer relationships, ; personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; business plans; research and development; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively “Proprietary Information”). Executive shall not disclose any of the Company’s or its the Company’s Affiliates’ Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required require in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its the Company’s Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its the Company’s Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employmentemployment or at any other time that the Company may request; provided, however, that Executive may retain copies of documents reasonably related available to his interest as a stockholder the Company’s shareholders generally and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (a) information which is or becomes generally public knowledge except through disclosure by the Executive in violation of this AgreementAgreement or the wrongful act of any third party, and (bii) information that may be required to be disclosed by applicable law.

Appears in 1 contract

Samples: Employment Agreement (North American Scientific Inc)

Proprietary Information Obligations. During the Term term of employment under this the Agreement, Executive will have access to and become acquainted with the Company’s and its the Company Affiliates’ confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s and its Company Affiliates’ customer relationships, ; personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; business plans; research and development; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively “Proprietary Information”). Executive shall not disclose any of the Company’s or its the Company’s Affiliates’ Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its the Company’s Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its the Company’s Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employmentemployment or at any other time that the Company may request; provided, however, that Executive may retain copies of documents reasonably related available to his interest as a stockholder the Company’s shareholders generally and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (a) information which is or becomes generally public knowledge except through disclosure by the Executive in violation of this AgreementAgreement or the wrongful act of any third party, and (bii) information that may be required to be disclosed by applicable law.

Appears in 1 contract

Samples: Employment Agreement (North American Scientific Inc)

Proprietary Information Obligations. During the Term term of employment under this Agreement, Executive will have access to and become acquainted with the Company’s 's and its the Company's Affiliates' confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s 's and its the Company's Affiliates’ customer relationships, personnel, or sales, marketing, and ' financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively "Proprietary Information"). Executive shall will not disclose any of the Company’s 's or its the Company's Affiliates' Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment equipment, and similar items relating to the business of the Company or its the Company's Affiliates, whether prepared by Executive or otherwise coming into his possession, shall will remain the exclusive property of the Company or its the Company's Affiliates, as the case may 6 7 be, and shall must not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s 's duties hereunder, and if so removed shall must be immediately returned to the Company upon any termination of his employment; provided, however, that Executive may retain copies of documents reasonably related to his interest as a stockholder shareholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (ai) information which that is or becomes generally public knowledge or public except through disclosure by the Executive in violation of this Agreement, Agreement and (bii) information that may be required to be disclosed by applicable law.

Appears in 1 contract

Samples: Employment Agreement (Anker Coal Group Inc)

Proprietary Information Obligations. During the Term term of employment under this Agreement, Executive will have access to and become acquainted with the Company’s 's and its the Company's Affiliates' confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s 's and its the Company's Affiliates' customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively "Proprietary Information"). Executive shall not disclose any of the Company’s 's or its the Company's Affiliates' Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its the Company's Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its the Company's Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s 's duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employment; provided, however, that Executive may retain copies of documents reasonably related to his interest as a stockholder shareholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (ai) information information, which is or becomes generally public knowledge except through disclosure by the Executive in violation of this Agreement, Agreement and (bii) information that may be required to be disclosed by applicable law.

Appears in 1 contract

Samples: Employment Agreement (California Amplifier Inc)

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Proprietary Information Obligations. During the Term of employment under this AgreementTerm, Executive will have access to and become acquainted with the Company’s 's and its the Company's Affiliates' confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s 's and its the Company's Affiliates' customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively "Proprietary Information"). Executive shall not disclose any of the Company’s 's or its the Company's Affiliates' Proprietary Information directly or indirectly, or use it in any way, either during the Term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its the Company's Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its the Company's Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s 's duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employment; provided, however, that Executive may retain copies of documents reasonably related to his interest as a stockholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (ai) information which is or becomes generally public knowledge or public except through disclosure by the Executive in violation of this Agreement, Agreement and (bii) information that may be required to be disclosed by applicable law.

Appears in 1 contract

Samples: Employment Agreement (Special Devices Inc /De)

Proprietary Information Obligations. During the Term duration of employment under this Agreement, Executive will have access to and become acquainted with Cornerstone's and the Company’s and its Affiliates’ Partnerships' confidential and proprietary information, including, including but not limited to, to information or plans regarding the Company’s and its Affiliates’ customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; , trade secrets; , formulas; , devices; , secret inventions; , processes; , and other compilations of information, records, and specifications (collectively “collectively, except to the extent it was already known from other sources, or is or becomes general knowledge, in each case without known violation of any confidentiality obligation, "Proprietary Information"). Executive shall not disclose any of the Company’s or its Affiliates’ Proprietary Information directly or indirectly, or use it in any way, either during the Term duration of this Agreement or at any time thereafter, except as required in the course of his employment for the Company with Cornerstone or as authorized in writing by the CompanyCornerstone. All files, records, documents, computer-computer- recorded information, drawings, drawings specifications, equipment and similar items relating to the business of Cornerstone and/or the Company or its AffiliatesPartnerships, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of Cornerstone and/or of the Company or its AffiliatesPartnerships, as the case may berespectively, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the CompanyCornerstone, except when (and only for the period) necessary to carry out Executive’s 's duties hereunder, and if removed shall be immediately returned to the Company Cornerstone upon any termination of his employmentemployment and no copies thereof shall be kept by Executive; provided, however, that Executive may shall be entitled to retain copies of documents reasonably related to his interest as a stockholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (a) information which is owned or becomes generally public knowledge except through disclosure by the Executive in violation of this Agreement, and (b) information that may be required to be disclosed by applicable lawacquired.

Appears in 1 contract

Samples: Employment Agreement (Cornerstone Propane Partners Lp)

Proprietary Information Obligations. During the Term of his employment under this ----------------------------------- Agreement, Executive will have access to and become acquainted with the Company’s 's and its the Company's Affiliates' confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s and its Affiliates’ customer relationships, ; personnel, or ; sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively "Proprietary Information"). Executive shall not disclose any of the Company’s 's or its the Company's Affiliates' Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its the Company's Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its the Company's Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s 's duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employment; provided, however, that Executive may retain copies of documents reasonably related to his interest as a stockholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (ai) information which is or becomes generally general public knowledge except through disclosure by the Executive in violation of this Agreement, Agreement and (bii) information that may be required to be disclosed by applicable law.

Appears in 1 contract

Samples: Employment Agreement (Entrust Inc)

Proprietary Information Obligations. During the Term term of employment under this the Agreement, Executive will have access to and become acquainted with the Company’s 's and its the Company Affiliates' confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s 's and its Company Affiliates' customer relationships, ; personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; business plans; research and development; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively "Proprietary Information"). Executive shall not disclose any of the Company’s 's or its the Company's Affiliates' Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required require in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its the Company's Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its the Company's Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s 's duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employmentemployment or at any other time that the Company may request; provided, however, that Executive may retain copies of documents reasonably related available to his interest as a stockholder the Company's shareholders generally and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (ai) information which is or becomes generally public knowledge except through disclosure by the Executive in violation of this AgreementAgreement or the wrongful act of any third party, and (bii) information that may be required to be disclosed by applicable law.

Appears in 1 contract

Samples: Employment Agreement (North American Scientific Inc)

Proprietary Information Obligations. During the Term term of employment under this Agreement, Executive will have access to and become acquainted with the Company’s and its the Company’s Affiliates’ confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s and its the Company’s Affiliates’ customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively “Proprietary Information”). Executive shall not disclose any of the Company’s or its the Company’s Affiliates’ Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its the Company’s Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its the Company’s Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employment; provided, however, that Executive may retain copies of documents reasonably related to his interest as a stockholder shareholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (a) information which is or becomes generally public knowledge except through disclosure by the Executive in violation of this Agreement, and (b) information that may be required to be disclosed by applicable law.

Appears in 1 contract

Samples: Employment Agreement (CalAmp Corp.)

Proprietary Information Obligations. During the Term term of employment under this the Agreement, Executive Xxxxxxxx will have access to and become acquainted with the Company’s and its the Company’s Affiliates’ confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s and its Company’s Affiliates’ customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively “Proprietary Information”). Executive Xxxxxxxx shall not disclose any of the Company’s or its the Company’s Affiliates’ Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required require in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its the Company’s Affiliates, whether prepared by Executive Xxxxxxxx or otherwise coming into his possession, shall remain the exclusive property of the Company or its the Company’s Affiliates, as the case may be, and shall not be removed from the premises of the Company under any an circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s Xxxxxxxx’x duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employment; provided, however, that Executive Xxxxxxxx may retain copies of documents reasonably related to his interest as a stockholder that would ordinarily be in the possession of members of the investment community and any documents that were personally owned, which copies and the information contained therein Executive Xxxxxxxx agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (ai) information which is or becomes generally public knowledge or public except through disclosure by the Executive Xxxxxxxx in violation of this Agreement, Agreement and (bii) information that may be required to be disclosed by applicable law.

Appears in 1 contract

Samples: Employment Agreement (North American Scientific Inc)

Proprietary Information Obligations. During the Term of employment under this Agreement, Executive will have access to and become acquainted with the Company’s and its the Company’s Affiliates’ confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s and its the Company’s Affiliates’ customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively “Proprietary Information”). Executive shall not disclose any of the Company’s or its the Company’s Affiliates’ Proprietary Information directly or indirectly, or use it in any way, either during the Term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its the Company’s Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its the Company’s Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employment; provided, however, that Executive may retain copies of documents reasonably related to his interest as a stockholder shareholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (a) information which is or becomes generally public knowledge except through disclosure by the Executive in violation of this Agreement, Agreement and (b) information that may be required to be disclosed by applicable law.

Appears in 1 contract

Samples: Employment Agreement (CalAmp Corp.)

Proprietary Information Obligations. During the Term term of employment under this Agreement, Executive will have access to and become acquainted with the Company’s 's and its the Company's Affiliates' confidential and proprietary information, including, but not limited to, information or plans regarding the Company’s 's and its the Company's Affiliates' customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; trade secrets; formulas; devices; secret inventions; processes; and other compilations of information, records, and specifications (collectively "Proprietary Information"). Executive shall not disclose any of the Company’s 's or its the Company's Affiliates' Proprietary Information directly or indirectly, or use it in any way, either during the Term term of this Agreement or at any time thereafter, except as required in the course of his employment for the Company or as authorized in writing by the Company. All files, records, documents, computer-recorded information, drawings, specifications, equipment and similar items relating to the business of the Company or its the Company's Affiliates, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its the Company's Affiliates, as the case may be, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the Company, except when (and only for the period) necessary to carry out Executive’s 's duties hereunder, and if removed shall be immediately returned to the Company upon any termination of his employment; provided, however, that Executive may retain copies of documents reasonably related to his interest as a stockholder shareholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (ai) information which is or becomes generally public knowledge except through disclosure by the Executive in violation of this Agreement, Agreement and (bii) information that may be required to be disclosed by applicable law.

Appears in 1 contract

Samples: Employment Agreement (CalAmp Corp.)

Proprietary Information Obligations. During the Term duration of employment under this Agreement, Executive will have access to and become acquainted with the Company’s and its Affiliates’ confidential and proprietary informationinformation of Northwestern and its subsidiaries, including, including but not limited to, to information or plans regarding the Company’s and its Affiliates’ customer relationships, personnel, or sales, marketing, and financial operations and methods; intellectual property; , trade secrets; , formulas; , devices; , secret inventions; , processes; , and other compilations of information, records, and specifications (collectively “collectively, except to the extent it was already known from other sources, or is or becomes general knowledge, in each case without known violation of any confidentiality obligation, "Proprietary Information"). Executive shall not disclose any of the Company’s or its Affiliates’ Proprietary Information directly or indirectly, or use it in any way, either during the Term duration of this Agreement or at any time thereafter, except as required in the course of his employment for the Company with Northwestern or as authorized in writing by the CompanyNorthwestern. All files, records, documents, computer-recorded information, drawings, drawings specifications, equipment and similar items relating to the business of the Company or its AffiliatesNorthwestern, whether prepared by Executive or otherwise coming into his possession, shall remain the exclusive property of the Company or its AffiliatesNorthwestern, as the case may berespectively, and shall not be removed from the premises of the Company under any circumstances whatsoever without the prior written consent of the CompanyChairman of Northwestern, except when (and only for the period) necessary to carry out Executive’s 's duties hereunder, and if removed shall be immediately returned to the Company Northwestern upon any termination of his employmentemployment and no copies thereof shall be kept by Executive; provided, however, that Executive may shall be entitled to retain copies of documents reasonably related to his interest as a stockholder and any documents that were personally owned, which copies and the information contained therein Executive agrees not to use for any business purpose. Notwithstanding the foregoing, Proprietary Information shall not include (a) information which is owned or becomes generally public knowledge except through disclosure by the Executive in violation of this Agreement, and (b) information that may be required to be disclosed by applicable lawacquired.

Appears in 1 contract

Samples: Employment Agreement (Northwestern Public Service Co)

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