Common use of Trade Secrets and Confidential Information/Company Property Clause in Contracts

Trade Secrets and Confidential Information/Company Property. Executive acknowledges that during Executive’s employment, Executive may have obtained confidential, proprietary and trade secret information, including, but not limited to, information relating to the Company’s products, plans, and designs. Executive reaffirms and agrees to observe and abide by the terms of the Confidentiality Agreement, specifically including the provisions therein regarding nondisclosure of the Company’s Confidential Information and non-solicitation of the Company’s employees. Executive agrees at all times hereafter to hold in the strictest confidence, and not to use or disclose to any person or entity, any Confidential Information of the Company. Executive understands that “Confidential Information” means any Company or associated third party proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, customer lists and customers (including, but not limited to, customers of the Company on whom Executive has called or with whom Executive became acquainted during the term of Executive’s employment), markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information disclosed to Executive by the Company either directly or indirectly, in writing, orally, or by drawings or observation of parts or equipment. Executive further understands that Confidential Information does not include any of the foregoing items that have become publicly known and made generally available through no wrongful act of Executive’s or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof. Executive represents that Executive has not to date misused or disclosed Confidential Information to any unauthorized party. Subject to Executive’s right to engage in Protected Activity (as defined herein), Executive agrees not to use or disclose any such confidential information unless required by subpoena or court order, and that Executive will first give the Company written notice of such subpoena or court order with reasonable advance notice to permit the Company to oppose such subpoena or court order if it chooses to do so.

Trade Secrets and Confidential Information/Company Property. Executive acknowledges that during Executive’s employment, Executive may have obtained confidential, proprietary and trade secret information, including, but not limited to, information relating to the Company’s products, plans, and designs. Executive reaffirms and agrees to observe and abide by the terms of the Confidentiality Agreement, specifically including the provisions therein regarding nondisclosure of the Company’s Confidential Information and non-solicitation of the Company’s employees. Executive Employee agrees at all times hereafter to hold in the strictest confidence, and not to use or disclose to any person or entityperson, any Confidential Information of the Company. Executive Employee understands that “Confidential Information” means any Company or associated third party proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, customer lists and customers (including, but not limited to, customers of the Company on whom Executive Employee has called or with whom Executive he/she became acquainted during the term of Executive’s his/her employment), markets, software, developments, inventions, discoveries, ideas, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, pricing information, or other business information disclosed to Executive Employee by the Company either directly or indirectly, in writing, orally, or by drawings or observation of parts or equipment. Executive Employee further understands that Confidential Information does not include any of the foregoing items that have become publicly known and made generally available through no wrongful act of ExecutiveEmployee’s or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof. Executive Employee hereby grants consent to notification by the Company to any new employer about Employee’s obligations under this paragraph. Employee represents that Executive he/she has not to date misused or disclosed Confidential Information to any unauthorized party. Subject Employee’s signature below constitutes his/her certification under penalty of perjury that he/she has returned all documents and other items provided to Executive’s right Employee by the Company, developed or obtained by Employee in connection with his/her employment with the Company, or otherwise belonging to engage in Protected Activity (as defined hereinthe Company. Notwithstanding the foregoing, pursuant to 18 U.S.C. Section 1833(b), Executive agrees Employee will not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that: (1) is made in confidence to use a Federal, State, or disclose any such confidential information unless required by subpoena local government official, either directly or court orderindirectly, or to an attorney, and that Executive will first give solely for the Company written notice purpose of reporting or investigating a suspected violation of law; or (2) is made in a complaint or other document filed in a lawsuit or other proceeding, if such subpoena or court order with reasonable advance notice to permit the Company to oppose such subpoena or court order if it chooses to do sofiling is made under seal.

Trade Secrets and Confidential Information/Company Property. Executive acknowledges that during Executive’s employment, Executive may have obtained confidential, proprietary and trade secret information, including, but not limited to, information relating to the Company’s products, plans, and designs. Executive Employee reaffirms and agrees to observe and abide by the terms of the Confidentiality Agreement, specifically including the provisions therein regarding nondisclosure of the Company’s Confidential Information trade secrets and non-solicitation confidential and proprietary information, and nonsolicitation of the Company’s Company employees. Executive Employee agrees at all times hereafter to hold in the strictest confidence, and not to use or disclose to any person or entity, any Confidential Information of the Company. Executive Employee understands that “Confidential Information” means any Company or associated third party proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, proposals, proposed business dealings, customer lists and customers (including, but not limited to, customers of the Company on whom Executive Employee has called or with whom Executive he became acquainted during the term of Executive’s his employment), markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information disclosed to Executive Employee by the Company either directly or indirectly, in writing, orally, or by drawings or observation of parts or equipment. Executive Employee further understands that Confidential Information does not include any of the foregoing items that have become publicly known and made generally available through no wrongful act of ExecutiveEmployee’s or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof. Executive Employee hereby grants consent to notification by the Company to any new employer about Employee’s obligations under this paragraph. Employee represents that Executive he has not to date misused or disclosed Confidential Information to any unauthorized party. Subject Employee’s signature below constitutes his certification under penalty of perjury that he has returned all documents and other items provided to Executive’s right Employee by the Company, developed or obtained by Employee in connection with his employment with the Company, or otherwise belonging to engage in Protected Activity (as defined herein), Executive agrees not to use or disclose any such confidential information unless required by subpoena or court order, and that Executive will first give the Company written notice of such subpoena or court order with reasonable advance notice to permit the Company to oppose such subpoena or court order if it chooses to do soCompany.

Trade Secrets and Confidential Information/Company Property. Executive acknowledges that during Executive’s employment, Executive may have obtained confidential, proprietary and trade secret information, including, but not limited to, information relating to the Company’s products, plans, and designs. Executive Employee reaffirms and agrees to observe and abide by the terms of the Confidentiality Agreement, specifically including the provisions therein regarding nondisclosure of the Company’s Confidential Information trade secrets and non-solicitation confidential and proprietary information. Employee shall continue to maintain the confidentiality of all confidential and proprietary information and trade secrets of the Company’s employees. Executive Employee agrees at all times hereafter to hold in the strictest confidence, and not to use or disclose to any person person, firm or entitycorporation, any Confidential Information of the Company. Executive Employee understands that “Confidential Information” means includes, but is not limited to, any Company or associated third party proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, customer lists and customers (including, but not limited to, customers of the Company on whom Executive Employee has called or with whom Executive he became acquainted during the term of Executive’s his employment), markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, finances or other business information disclosed to Executive Employee by the Company either directly or indirectly, indirectly in writing, orally, orally or by drawings or observation of parts or equipment. Executive Employee further understands that Confidential Information does not include any of the foregoing items that have has become publicly known and made generally available through no wrongful act of ExecutiveEmployee’s or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof. Executive represents that Executive has not to date misused or disclosed Confidential Information to any unauthorized party. Subject to Executive’s right to engage in Protected Activity (, nor shall it include management techniques, general knowledge of bookkeeping, accounting, budgeting, SEC requirements and filings and executive practices of publicly traded companies so long as defined herein), Executive agrees not to the use or disclose any such confidential information unless required by subpoena or court order, and that Executive will first give the Company written notice of such subpoena knowledge does not reveal trade secrets, technical data or court order with reasonable advance notice proprietary information of the Company. Employee hereby grants consent to permit notification by the Company to oppose such subpoena any new employer about Employee’s obligations under this paragraph. Employee further agrees to deliver to the Company on or court order if it chooses before the Effective Date of the Agreement, and not to do sokeep in his possession, recreate or deliver to anyone else, any and all Company property and Confidential Information including, but not limited to, devices, records, data, notes, reports, proposals, lists, correspondence, specifications, drawings, blueprints, sketches, materials, equipment, other documents or property, or reproductions of any aforementioned items provided to Employee by the Company, developed by Employee pursuant to his employment with the Company, or otherwise belonging to the Company, its successors or assigns. Employee’s signature below constitutes his certification under penalty of perjury that he has returned all documents and other items provided to Employee by the Company, developed or obtained by Employee as a result of his employment with the Company, or otherwise belonging to the Company.

Trade Secrets and Confidential Information/Company Property. Executive acknowledges that during Executive’s employment, Executive may have obtained confidential, proprietary and trade secret information, including, but not limited to, information relating to the Company’s products, plans, and designs. Executive Employee reaffirms and agrees to observe and abide by the terms of the Confidentiality Agreement, specifically including the provisions therein regarding nondisclosure of the Company’s Confidential Information trade secrets and non-solicitation of the Company’s employees. Executive agrees at all times hereafter to hold in the strictest confidence, confidential and not to use or disclose to any person or entity, any Confidential Information of the Company. Executive understands that “Confidential Information” means any Company or associated third party proprietary information, technical dataand all restrictive covenants. Employee acknowledges that the non-disclosure obligations in the Confidentiality Agreement do not restrict Employee from disclosing work-related sexual harassment or sexual assault to the extent such disclosures are protected under RCW 49.44.210. Employee’s signature below constitutes Employee’s certification under penalty of perjury that, trade secrets after a diligent search, Employee has returned all documents and other Company property provided to Employee by the Company (whether in physical or know-howelectronic form), developed or obtained by Employee in connection with Employee’s employment with the Company, or otherwise belonging to the Company, including, but not limited to, researchany and all confidential, product plansproprietary and trade secret information, productsas well as all passwords to any software or other programs or data that Employee used in performing services for the Company. The Company has obtained an image of the hard drive of Employee’s Company-issued laptop (the “Laptop”) and agrees that Employee may retain the Laptop; provided that on or before the Separation Date, services, customer lists and customers Executive must have provided the Laptop to the Company for the review and/or removal of any Company property (including, but not limited to, customers of any Company or associated third party confidential information, trade secrets, or licensed software) from the Laptop as the Company on whom Executive has called or deems appropriate. During the ten (10) day period immediately following the Separation Date, the Company will reasonably cooperate with whom Executive became acquainted during the term of ExecutiveEmployee to provide access to Employee’s employment), markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information disclosed to Executive Company email account under supervision by the Company either directly or indirectlya Company designee, for the sole purposes of (a) Employee’s retrieval of a copy of her personal contacts (excluding any business contacts or contacts otherwise developed in writing, orally, or by drawings or observation the course of parts or equipment. Executive further understands that Confidential Information does not include any of her employment with the foregoing items that have become publicly known and made generally available through no wrongful act of Executive’s or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof. Executive represents that Executive has not to date misused or disclosed Confidential Information to any unauthorized party. Subject to Executive’s right to engage in Protected Activity (as defined hereinCompany), Executive agrees not to use or disclose any such confidential information unless required by subpoena or court order(b) Employee’s retrieval of an electronic book from Tachi, and that Executive will first give the (c) to access and reset personal accounts connected to Company written notice of such subpoena or court order with reasonable advance notice to permit the Company to oppose such subpoena or court order if it chooses to do soemail.

Trade Secrets and Confidential Information/Company Property. Executive acknowledges that during Executive’s employment, Executive may have obtained confidential, proprietary and trade secret information, including, but not limited to, information relating to the Company’s products, plans, and designs. Executive reaffirms and agrees to observe and abide by the terms of the Confidentiality Agreement, specifically including the provisions therein regarding nondisclosure of the Company’s Confidential Information and non-solicitation of the Company’s employees. Executive Employee agrees at all times hereafter to hold in the strictest confidence, and not to use or disclose to any person or entity, any Confidential Information of the CompanyCompany and, if applicable, to continue to abide by the terms of the Confidentiality Agreement. Executive Employee understands that “Confidential Information” means any Company or associated third party proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, customer lists and customers (including, but not limited to, customers of the Company on whom Executive Employee has called or with whom Executive Employee became acquainted during the term of ExecutiveEmployee’s employment), markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information disclosed to Executive Employee by the Company either directly or indirectly, in writing, orally, or by drawings or observation of parts or equipment. Executive Employee further understands that Confidential Information does not include any of the foregoing items that have become publicly known and made generally available through no wrongful act of ExecutiveEmployee’s or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof. Executive Employee hereby grants consent to notification by the Company to any new employer about Employee’s obligations under this paragraph. Employee represents that Executive Employee has not to date misused or disclosed Confidential Information to any unauthorized party. Subject Employee’s signature below constitutes Employee’s certification under penalty of perjury that Employee has returned all documents and other items provided to ExecutiveEmployee by the Company, developed or obtained by Employee in connection with Employee’s right employment with the Company, or otherwise belonging to engage in Protected Activity (as defined herein), Executive agrees not to use or disclose any such confidential information unless required by subpoena or court order, and that Executive will first give the Company written notice (with the exception of such subpoena or court order with reasonable advance notice a copy of the Employee Handbook and personnel documents specifically relating to permit Employee). Employee will be permitted to retain his personal computer and mobile devices, provided that he first makes them available to FLIR so that the Company to oppose such subpoena or court order if it chooses to do soconfidential and proprietary information can be removed.

Trade Secrets and Confidential Information/Company Property. Executive acknowledges that during Executive’s employment, Executive may have obtained confidential, proprietary and trade secret information, including, but not limited to, information relating to the Company’s products, plans, and designs. Executive reaffirms and agrees to observe and abide by the terms of the Confidentiality Agreement, specifically including the provisions therein regarding nondisclosure of the Company’s Confidential Information and non-solicitation of the Company’s employees. Executive Chairman agrees at all times hereafter to hold in the strictest confidence, and not to use or disclose to any person or entity, any Confidential Information of the Company, Recall, or any of the Company’s subsidiaries, affiliates, or predecessor corporations. Executive Chairman understands that “Confidential Information” means any Company or associated third party proprietary information, technical data, trade secrets or know-how, including, but not limited to, research, product plans, products, services, customer lists and customers (including, but not limited to, customers of the Company on whom Executive Chairman has called or with whom Executive Chairman became acquainted during the term of ExecutiveChairman’s employmentrelationship with the Company), markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, or other business information disclosed to Executive Chairman by the Company, Recall, or any affiliate, subsidiary, or predecessor corporation of the Company either directly or indirectly, in writing, orally, or by drawings or observation of parts or equipment. Executive Chairman further understands that Confidential Information does not include any of the foregoing items that have become publicly known and made generally available through no wrongful act of ExecutiveChairman’s or of others who were under confidentiality obligations as to the item or items involved or improvements or new versions thereof. Executive Chairman hereby grants consent to notification by the Company to any new employer about Chairman’s obligations under this paragraph. Chairman represents that Executive Chairman has not to date misused or disclosed Confidential Information to any unauthorized party. Subject Chairman’s signature below constitutes Chairman’s certification under penalty of perjury that Chairman has returned all documents and other items provided to ExecutiveChairman by the Company, Recall, or any affiliate, subsidiary, or predecessor corporation of the Company, developed or obtained by Chairman in connection with Chairman’s right relationship with the Company, Recall, or any subsidiary, affiliate, or predecessor corporation of the Company, or otherwise belonging to engage in Protected Activity (as defined herein)the Company, Executive agrees not to use Recall, or disclose any such confidential information unless required by subpoena affiliate, subsidiary, or court order, and that Executive will first give predecessor corporation of the Company written notice of such subpoena or court order with reasonable advance notice to permit the Company to oppose such subpoena or court order if it chooses to do soCompany.