Common use of Proprietary Information of Third Parties Clause in Contracts

Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.22, no third party has claimed or, to the best knowledge of the Seller, has reason to claim that any Person employed by or consulting with the Seller ("Related Person") has (i) violated or may be violating any of the terms or conditions of such person's employment, non-competition or non-disclosure agreement with such third party, (ii) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or documentation of such third party, or (iii) interfered or may be interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested information from the Seller which suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.22, to the best knowledge of the Seller, no Related Person has employed or proposes to employ any trade secret or any information or documentation proprietary to any former employer and no Related Person has violated any confidential relationship which such person may have had with any third party, in connection with the development or sale of any service of the Seller, and the Seller has no reason to believe there will be any such employment or violation.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Thermoview Industries Inc), Asset Purchase Agreement (Thermoview Industries Inc)

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Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.22, no third party has claimed or, to the best knowledge of the SellerSellers, has reason to claim that any Person employed by or consulting with either of the Seller Sellers ("Related Person") has (i) violated or may be violating any of the terms or conditions of such person's employment, non-competition or non-disclosure agreement with such third party, (ii) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or documentation of such third party, or (iii) interfered or may be interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested information from either of the Seller Sellers which suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.22, to the best knowledge of the SellerSellers, no Related Person has employed or proposes to employ any trade secret or any information or documentation proprietary to any former employer and no Related Person has violated any confidential relationship which with such person may have had with any third party, in connection with the development or sale of any service of either of the SellerSellers, and neither of the Seller Sellers has no reason to believe there will be any such employment or violation.

Appears in 1 contract

Samples: Asset Purchase Agreement (Thermoview Industries Inc)

Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.22Schedule 2.25, no third party has claimed or, to the best knowledge of the SellerSellers, has reason to claim that any Person employed by or consulting with the Seller Company ("Related Person") has (i) violated or may be violating any of the terms or conditions of such person's employment, non-competition or non-disclosure agreement with such third party, (ii) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or documentation of such third party, or (iii) interfered or may be interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested information from the Seller Company which reasonably suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.22Schedule 2.25, to the best knowledge of the SellerSellers, no Related Person has employed or proposes to employ any trade secret or any information or documentation proprietary to any former employer and and, no Related Person has violated any confidential relationship which such person may have had with any third party, party in connection with the development development, or sale of any service of the Seller, and the Seller has no reason to believe there will be any such employment or violationCompany.

Appears in 1 contract

Samples: Agreement (Steel Technologies Inc)

Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.225.24, no third party has claimed or, to the best knowledge of the Sellereither Company, has reason to claim that any Person employed by or consulting with the Seller either Company ("Related Person") has (i) violated or may be violating any of the terms or conditions of such person's employment, non-competition or non-disclosure agreement with such third party, (ii) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or documentation of such third party, or (iii) interfered or may be interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested information from the Seller either Company which suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.225.24, to the best knowledge of the Sellereach Company, no Related Person has employed or proposes to employ any trade secret or any information or documentation proprietary to any former employer and no Related Person has violated any confidential relationship which such person may have had with any third party, in connection with the development or sale of any service of the Sellereither Company, and the Seller neither Company has no any reason to believe there will be any such employment or violation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Thermoview Industries Inc)

Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.222.25, no third party has claimed or, to the best knowledge of the SellerSellers, has reason to claim that any Person employed by or consulting with either of the Seller Companies ("Related Person") has (i) violated or may be violating any of the terms or conditions of such person's employment, non-competition or non-disclosure agreement with such third party, (ii) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or documentation of such third party, or (iii) interfered or may be interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested information from either of the Seller Companies which suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.222.25, to the best knowledge of the SellerSellers, no Related Person has employed or proposes to employ any trade secret or any information or documentation proprietary to any former employer and no Related Person has violated any confidential relationship which such person may have had with any third party, in connection with the development or sale of any product or service of either of the SellerCompanies, and none of the Seller has no Sellers have any reason to believe there will be any such employment or violation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Thermoview Industries Inc)

Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.222.25, no third party has claimed or, to the best knowledge of the SellerSellers, has reason to claim that any Person employed by or consulting with either Company or the Seller Partnership ("Related Person") has (i) violated or may be violating any of the terms or conditions of such person's employment, non-competition or non-disclosure agreement with such third party, (ii) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or documentation of such third party, or (iii) interfered or may be interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested information from either Company or the Seller Partnership which suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.222.25, to the best knowledge of the SellerSellers, no Related Person has employed or proposes to employ any trade secret or any information or documentation proprietary to any former employer and no Related Person has violated any confidential relationship which such person may have had with any third party, in connection with the development or sale of any product or service of either Company or the SellerPartnership, and the Seller has Sellers have no reason to believe there will be any such employment or violation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Thermoview Industries Inc)

Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.222.25, no third party has claimed or, to the best knowledge of the Seller, has reason to claim that any Person employed by or consulting with the Seller Company ("Related Person") has (i) violated or may be violating any of the terms or conditions of such person's employment, non-competition or non-disclosure agreement with such third party, (ii) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or documentation of such third party, or (iii) interfered or may be interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested information from the Seller Company which suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.222.25, to the best knowledge of the Seller, no Related Person has employed or proposes to employ any trade secret or any information or documentation proprietary to any former employer and no Related Person has violated any confidential relationship which such person may have had with any third party, in connection with the development or sale of any product or service of the SellerCompany, and the Seller has no reason to believe there will be any such employment or violation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Thermoview Industries Inc)

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Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.22Schedule 3.22, no third party has claimed or, or to the best knowledge Knowledge of the Seller, Progressive Entities has reason to claim that any Person employed by or consulting with any of the Seller Progressive Entities ("Related Person") has has: (i) violated or may be violating any of the terms or conditions of such person's employment, non-competition noncompetition or non-disclosure nondisclosure agreement with such third party, ; (ii) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or documentation of such third party, ; or (iii) interfered or may be interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested (in writing) information from the Seller any Progressive Entity which suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.22, to the best knowledge of the SellerSchedule 3.22, no Related Person has employed or proposes to employ any trade secret or any information or documentation proprietary to any former employer and and, no Related Person has violated any confidential relationship which such person may have had with any third party, in connection with the development development, or sale of any service of the Sellerany Progressive Entity, and none of the Seller Progressive Entities has no any reason to believe there will be any such employment or violation.

Appears in 1 contract

Samples: Asset Purchase Agreement (Staffmark Inc)

Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.222.25, no third party has claimed or, to the best knowledge of the SellerSellers, has reason to claim that any Person employed by or consulting with the Seller Company ("Related Person") has (i) violated or may be violating any of the terms or conditions of such person's employment, non-competition or non-disclosure agreement with such third party, (ii) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or documentation of such third party, or (iii) interfered or may be interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested information from the Seller Company which suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.222.25, to the best knowledge of the SellerSellers, no Related Person has employed or proposes to employ any trade secret or any information or documentation proprietary to any former employer and no Related Person has violated any confidential relationship which such person may have had with any third party, in connection with the development or sale of any product or service of the SellerCompany, and none of the Seller has no Sellers have any reason to believe there will be any such employment or violation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Thermoview Industries Inc)

Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.22Schedule 3.23, no third party has claimed or, (in writing to the best knowledge of the Seller, Sellers) or has reason to claim that any Person employed by or consulting with the Seller Sellers ("Related Person") has has: (i) violated or may be violating any of the terms or conditions of such person's employment, non-competition noncompetition or non-disclosure nondisclosure agreement with such third party, ; (ii) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or documentation of such third party, ; or (iii) interfered or may be interfering in the employment relationship between such third party and any of its present or former employeesemployees or consultants. No third party has requested (in writing to the Sellers) information from the Seller Sellers which suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.22, Schedule 3.23 and to the best knowledge of the SellerSellers' Knowledge, no Related Person has employed or proposes to employ any trade secret or any information or documentation proprietary to any former employer and and, no Related Person has violated any confidential relationship which such person may have had with any third party, in connection with the development development, or sale of any service of the SellerSellers, and the Seller has Sellers have no reason to believe there will be any such employment or violation.

Appears in 1 contract

Samples: Asset Purchase Agreement (Staffmark Inc)

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