Trade Secrets; Confidentiality. The request for proposals (RFP) section titled “Trade Secrets and Confidentiality” shall apply to any Trade Secrets disclosed to the City during the process leading to the parties’ entering into this Contract (including all of the Contractor’s responses to the RFP). This section (titled “Trade Secrets; Confidentiality”) shall remain in force despite termination of this contract (whether by expiration of the term or otherwise) and termination of the services of the Contractor under this contract. For purposes of this contract, the word “candidate” in the RFP section just cited shall mean the “Contractor.”
Trade Secrets; Confidentiality. (a) The Executive recognizes and acknowledges that, in connection with his employment with the Company, he has had and will continue to have access to valuable trade secrets and confidential information of the Company and its affiliates including, but not limited to, trade secrets and confidential technical information, processes, computer programs, code, algorithms, formulas, methods, ideas, test data, know-how, functional and technical specifications, designs, drawings, passwords, analysis, research, business plans, marketing, sales and pricing strategies, customer lists and all other information which if disclosed to a third party outside the ordinary course of business could adversely affect a competitive advantage of the Company (collectively, "Confidential Information") and that such Confidential Information is being made available to the Executive only in connection with the furtherance of his employment with the Company. The Executive agrees that during the Term and for a period of five (5) years thereafter, he shall not disclose any of such Confidential Information to any Person, except that disclosure of Confidential Information will be permitted: (i) to the Company, its affiliates and their respective employees or consultants; (ii) if such Confidential Information has previously become available to the public through no fault of the Executive; (iii) if such Confidential Information is independently developed by the Executive without access to such Confidential Information; (iv) if required by any court or governmental agency or body or is otherwise required by law; or (v) if expressly consented to by the Company.
Trade Secrets; Confidentiality. You hereby acknowledge that, as a result of your position with the Company, the Company will give you access to the Company’s proprietary and confidential information and trade secrets. Therefore, as a condition of your employment and the Company’s disclosing such proprietary and confidential information to you, you agree to sign and be bound by a separate Trade Secrets/Confidentiality Agreement.
Trade Secrets; Confidentiality. You acknowledge that you will have access to valuable trade secrets and confidential, non-public information of the Company including, without limitation, product and sales information, technologies, strategies, customer lists, business methods and processes, marketing, promotional, pricing, financial information and data relating to employees and consultants (individually and collectively, "CONFIDENTIAL INFORMATION"). Confidential Information shall not include information in your possession prior to the date of your initial employment with the Company, or information required to be disclosed pursuant to applicable laws. You agree that during your employment with the Company and at all times thereafter, you will not use or disclose any Confidential Information or otherwise make any Confidential Information available to any person except as otherwise directed in writing by the Company.
Trade Secrets; Confidentiality. (a) Each Member, to the extent, if any, that it becomes aware of a trade secret of the Company, agrees that it will not at any time reveal, divulge or otherwise make known any such trade secret of the Company to any Person other than a current officer or employee of the Company, or such other person as the Board may designate in writing or, with prior notice to the Company, pursuant to court order or other legal process or the order of any governmental agency or entity.
Trade Secrets; Confidentiality. (a) Each Fund acknowledges that the Information is the exclusive and confidential property of the Bank or its suppliers. Each Fund shall, and shall cause others to which it discloses the Information to, keep the Information confidential by using the same care and discretion that each Fund uses with respect to its own confidential property and trade secrets, but in no event less than reasonable care.
Trade Secrets; Confidentiality. Golden acknowledges that, during the course of his employment with S&W, he had access to various trade secrets, whether in existence or proposed, and confidential information of S&W. Such information includes business plans, schematics, blue prints, software, hardware, financial information, manuals, training programs, profit margins, marketing plans, customer information, and the specific terms of S&W’s relationships or agreements with its respective significant vendors or customers. Golden agrees that he shall not disclose such information or use it in any way, at any time in the future, except to the extent such information becomes publicly available through lawful and proper means, or to the extent that Golden is required to disclose such information pursuant to subpoena. If such information is requested pursuant to a subpoena, Golden must give immediate and timely notice to S&W, so that S&W has a reasonable opportunity to seek judicial relief to preclude disclosure, if necessary. Without limitation, the prohibition in this section includes Golden’s use of such information to directly or indirectly solicit any manufacturer, manufacturer’s representative, or customer of S&W with whom Golden had contact during his employment, and Golden’s use of such information to directly or indirectly interfere with the advantageous business relationship(s) between S&W and any of its customers, vendors or suppliers.
Trade Secrets; Confidentiality. Executive recognizes and acknowledges that, in connection with his employment with the Company, he will have access to valuable trade secrets, confidential information and other proprietary information of the Company and their respective Affiliates (collectively, "Confidential Information"), including, but not limited to, software codes, operating and technical methods, technology, customer lists, business methods and processes and marketing, pricing, promotional and financial information, and that these are special and unique assets of the Company and/or for their respective Affiliate's businesses that are made available to Executive only in connection with the furtherance of his employment with the Company. Executive agrees that he shall not at any time disclose any of such Confidential Information to any Person, directly or indirectly, or use same for any reason or purpose whatsoever, except: (i) in connection with the performance of his duties under this Agreement; or (ii) with the express prior written consent of the Company; or (iii) as required by law with prior written notice to the Company. The provisions of this Section 9 shall survive the termination of this Agreement.
Trade Secrets; Confidentiality a. Company acknowledges that in order to perform the services called for in this Agreement, it shall be necessary for Client to disclose to Company certain Trade Secrets. Company further acknowledges that the work will of necessity incorporate such Trade Secrets. Company agrees that it shall not disclose, transfer, use, copy, or allow access to any such Trade Secrets to any employees of the Company or to any third parties, excepting those who have a need to know such Trade Secrets in order to perform the services hereunder and who have bound themselves to respect and protect the confidentiality of such Trade Secrets. Unless Company is compelled to disclose Trade Secrets by judicial or regulatory process, Company shall not disclose any such Trade Secrets to any third parties, including but not limited to the member/owner of Company or their affiliates or their directors, officers or employees. b. Company also acknowledges, and Client understands, that Company is a company which has as members banks or affiliates of banks which may be competitors of Client. Company has therefore adopted internal policies and procedures, including confidentiality agreements with Company's personnel, which assure that the Trade Secrets of Client are not communicated or otherwise transmitted or made available by Company or its personnel to (i) the member/owners of Company; (ii) corporate parents, affiliates, or subsidiaries of the member/owners of Company; or (iii) officers, directors, agents or employees of the member/owners of Company or of the member/owners' corporate parents, affiliates, or subsidiaries.
Trade Secrets; Confidentiality. 11.1 This Agreement and all documents, drawings, manuals and other materials related thereto and transmitted between the Parties shall be treated as confidential by the Parties and their employees and such information shall not be disclosed to any third party. Each Party shall arrange proper filing for specifications and drawings given by the other Party. Any drawings or specifications and all copies thereof shall be returned to the supplying Party after the supplying Party has provided new replacement specifications or drawings. Each Party shall nominate a person in its organization who shall be in charge of the filing and shall inform this person of the confidentiality requirements of this Agreement.