Example ContractsClausesAccess to Trade Secrets and Confidential Information
Access to Trade Secrets and Confidential Information
Access to Trade Secrets and Confidential Information contract clause examples
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Trade Secrets and Confidential Information. Grantee agrees that he/she shall protect the Company's Trade Secrets (as defined in Section 1(b) above) and Confidential Information (as defined in Section 1(a) above) and shall not disclose to any person or entity, or otherwise use or disseminate, except in connection with the performance of his/her duties for the Company, any Trade Secrets or Confidential Information. However, Grantee may make disclosures required by a valid order or subpoena issued by a court or administrative agency of competent jurisdiction, in which event Grantee will promptly notify the Company of such order or subpoena to provide it an opportunity to protect its interests. Grantee’s obligations under this Section 2(b) have applied throughout his/her active employment, shall continue after the Date of Termination, and shall survive any expiration or termination of this Agreement, so long as the information or material remains Confidential Information or a Trade Secret, as applicable.

Trade Secrets. During the course of Executive's employment, Executive will have access to various trade secrets, confidential information, and inventions of the Company and its affiliates as defined below.

#[[Mr. Geisse:Person]] acknowledges that, as a result of his employment with Company and/or any AT&T subsidiaries, he has and had access to certain Trade Secrets and Confidential Information (as these terms are defined below) and the Company will continue to provide [[Mr. Geisse:Person]] access to such Trade Secrets and Confidential Information through his retirement date so that he may continue performing his job responsibilities. [[Mr. Geisse:Person]] acknowledges that AT&T and its subsidiaries must protect its Trade Secrets and Confidential Information from disclosure or misappropriation, and [[Mr. Geisse:Person]] further acknowledges that the Trade Secrets and Confidential Information are unique and confidential and are the proprietary property of AT&T and its subsidiaries. [[Mr. Geisse:Person]] acknowledges that the Trade Secrets and Confidential Information derive independent, actual and potential commercial value from not being generally known, or readily ascertainable through independent development. [[Mr. Geisse:Person]] agrees to hold Trade Secrets or Confidential Information in trust and confidence and to not directly or indirectly disclose or transmit Trade Secrets or Confidential Information to any third party without prior written consent of AT&T. [[Mr. Geisse:Person]] further agrees not to use any such Trade Secrets or Confidential Information for his personal benefit or for the benefit of any third party. This restriction shall apply indefinitely as long as the document or information exists as a Trade Secret or Confidential Information.

Executive shall hold in a fiduciary capacity for the benefit of the Company all confidential or proprietary information relating to or concerned with the Company or its Affiliates (as defined below) or its products or services, prospective products or services, operations, business and affairs (“Confidential Information”), and he shall not, at any time hereafter, use or disclose any Confidential Information to any person other than to the Company or its designees or except as may otherwise be required in connection with the business and affairs of the Company, and in furtherance of the foregoing Executive agrees that:

Trade Secrets. For purposes of this Agreement, “Trade Secrets” shall mean the chemical composition, formulations, ratios of chemical components and their constituent ingredients (as well as know-how related to how to manufacture and produce same), which comprise any party of the Subject Product, along with all non-public information that would enable a third party to manufacture and produce the Subject Product, or any of its ingredients.

Trade Secrets. Company considers much of its Confidential Information to constitute trade secrets of Company (“Trade Secrets”) which have independent value, provide Company with a competitive advantage over its competitors who do not know the Trade Secrets, and are protected from unauthorized disclosure under applicable law. However, whether or not the Confidential Information constitutes Trade Secrets, Employee acknowledges and agrees that the Confidential Information is protected from unauthorized disclosure or use due to Employee’s covenants under this Agreement and Employee’s fiduciary duties as an employee of Company.

The Employee specifically agrees that he will not at any time, whether during or subsequent to the term of the Employee’s employment by the Employer, in any fashion, form, or manner, unless specifically consented to in writing by the Employer, either directly or indirectly use or divulge, disclose, or communicate to any person, firm, or corporation, in any manner whatsoever, any confidential information of any kind, nature, or description concerning any matters affecting or relating to the business of the Employer, including, without limiting the generality of the foregoing, the names or addresses of any of the shareholders or other employees of the Employer, the prices it obtains or has obtained or in which it will sell or has sold its inventory or services, the names, buying habits or practices of any of its customers, lists or other written records used in the Employer’s business, compensation paid to employees and other terms of employment, business systems, computer programs, or any other confidential information of, about, or concerning the business of the Employer, its manner of operation, or other confidential data of any kind, nature, or description whatsoever. The Parties to this Agreement stipulate that, as between them, the foregoing items are important, material, and confidential trade secrets and affect the successful conduct of the Employer’s business and its goodwill. Any breach of any

Trade Secrets. During Employee’s employment by the Company, Employee shall do what is reasonably necessary to prevent unauthorized misappropriation or disclosure and threatened misappropriation or disclosure of the Company’s or any of its subsidiaries’ Trade Secrets and, after termination of employment, Employee shall not use or disclose the Company’s or any of its subsidiaries’ Trade Secrets as long as they remain, without misappropriation, Trade Secrets.

#[[Mr. Cicconi:Person]] acknowledges that, as a result of his employment with Company and/or any subsidiaries, he has and had access to certain Trade Secrets and Confidential Information (as these terms are defined below) and the Company will continue to provide [[Mr. Cicconi:Person]] access to such Trade Secrets and Confidential Information through his termination of employment so that he may continue performing his job responsibilities. [[Mr. Cicconi:Person]] acknowledges that and its subsidiaries must protect its Trade Secrets and Confidential Information from disclosure or misappropriation, and [[Mr. Cicconi:Person]] further acknowledges that the Trade Secrets and Confidential Information are unique and confidential and are the proprietary property of and its subsidiaries. [[Mr. Cicconi:Person]] acknowledges that the Trade Secrets and Confidential Information derive independent, actual and potential commercial value from not being generally known, or readily ascertainable through independent development. [[Mr. Cicconi:Person]] agrees to hold Trade Secrets or Confidential Information in trust and confidence and to not directly or indirectly disclose or transmit Trade Secrets or Confidential Information to any third party without prior written consent of ; provided however, nothing in this Agreement shall prohibit [[Mr. Cicconi:Person]] from reporting possible violations of federal law or regulation to any governmental agency or entity or making other disclosures that are protected under the whistleblower provisions of federal or state law or regulation. [[Mr. Cicconi:Person]] further agrees not to use any such Trade Secrets or Confidential Information for his personal benefit or for the benefit of any third party. This restriction shall apply indefinitely as long as the document or information exists as a Trade Secret or Confidential Information.

For purposes of this Agreement, the term “A.M. Castle’s Business” shall mean any business in which Employer or any of its subsidiaries is engaged, including, without limitation, the business of distributing specialty metals to customers within the producer durable equipment, aerospace, heavy industrial equipment, industrial goods, construction equipment, oil and gas, and retail sectors in the Restricted Area (as defined below). In this business, Employer generates a tremendous volume of Confidential Information and Trade Secrets, which it hereby agrees to share with Employee, and which Employee will have access to and knowledge of through or as a result of Employee’s employment with Employer. “Confidential Information and Trade Secrets” includes any information, data or compilation of information or data developed, acquired

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