Example ContractsClausesNon-Use and Non-Disclosure
Non-Use and Non-Disclosure
Non-Use and Non-Disclosure contract clause examples
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Non-Disclosure. You will comply with the obligations contained in the Anadarko Code of Business Conduct and Ethics that continue after termination of employment to not disclose or utilize certain confidential information of and its affiliates as specified therein. As an officer of , the law imposes upon you a duty to safeguard and protect confidential information of and its affiliates. Except as expressly permitted by this Award Agreement and without limiting the foregoing, you shall not use for your own benefit or the benefit of any person or entity (other than and its affiliates), or disclose to any person or entity (other than and its affiliates), any information relating to confidential information of or its affiliates made, developed or acquired by or disclosed to you, individually or in conjunction with others, during your employment with or its affiliates (whether during business hours or otherwise and whether on ’s premises or otherwise). The non-disclosure requirements set forth in this paragraph # are subject to the provisions of paragraph # (“Disclosures”) below.

Non-disclosure. Either Party may from time to time provide to the other Party certain advice, technical information, know-how and other proprietary data and information with respect to Products or the use or configuration thereof. Inasmuch as various of these materials and advice (all of which will herein be referred to as the “Confidential Information”) contain confidential information and trade secrets, it is hereby agreed that any Confidential Information that one Party discloses to the other is valuable, proprietary property belonging to the disclosing Party, and the receiving Party agrees that it will neither use nor disclose to any third party (except in the performance of its duties hereunder) any Confidential Information, except on prior written consent of the other Party.

Non-Disclosure. Prior to and in connection with this Agreement, the Executive has learned and will continue to learn trade secrets and confidential information of Company, including but not limited to # financial information, # business methods and techniques, including but not limited to, sales methods, prospecting methods, methods of presentation, programs and other materials used or to be used by the Company in managing, marketing or furthering its business, # insured’s and agent’s names, addresses and other contact information, # all other information about the Company’s business that is not known to the public and gives the Company an opportunity to obtain an advantage over competitors (“Confidential Information”). The Executive acknowledges that Company has invested substantial sums in the development of its Confidential Information.

Obligations of Non-Disclosure and Non-Use. Unless otherwise agreed to in advance, in writing, by the disclosing Party or except as expressly permitted by this Agreement, the receiving Party will not, except as required by law or court order, use Confidential Information of the disclosing Party or disclose it to any third party for the Term and for a period of three (3) years thereafter.

Except in the performance of your duties hereunder, at no time during your employment with the Company or the Employer, or at any time thereafter, shall you, individually or jointly with others, for your benefit of or for the benefit of any third party, publish, disclose, use or authorize anyone else to publish, disclose or use any secret or confidential material or information relating to any aspect of the business or operations of the Employer, the Company or any of their affiliates, including, without limitation, any secret or confidential information relating to the business, customers, trade or industrial practices, trade secrets, technology, recipes, product specifications, restaurant operating techniques and procedures, marketing techniques and procedures, financial data, processes, vendors and other information or know-how of the Employer, the Company or any of their affiliates, except # to the extent required by law, regulation or valid subpoena, or # to the extent that such information or material becomes publicly known or available through no fault of your own.

Non-Use and Non-Disclosure of Confidential Information. Each Receiving Party agrees that all Confidential Information of the Disclosing Party # shall not be used by the Receiving Party except to perform its obligations or exercise its rights under this Agreement, # shall be maintained in confidence by the Receiving Party, and # except as permitted by Sections 7.2,7.3 and 7.4, shall not be disclosed by the Receiving Party to any Person without the prior written consent of the Disclosing Party.

Non-Disclosure Obligations. Millian acknowledges his obligation to keep confidential, and to not disclose or use (and agree to keep confidential and not disclose or use) any and all non-public information concerning the Company that Millian acquired during the course of Millian’s employment (such as non-public information about the Company’s business affairs, prospects and financial condition), unless such disclosure is made in response to a subpoena, other legal process, valid governmental inquiry or otherwise required by law or is reasonably necessary to exercise Millian’s preserved rights under Section 10. Millian also acknowledges and reaffirms, and agrees to comply with all surviving terms of the Employment Agreement, which remain in full force and effect.

You agree that during your employment and directorship, you have received and had access to Emerson's trade secrets and confidential and proprietary information ("Confidential Information"), which includes or concerns, but is not limited to, attorney/client communications, global strategic communications, information pertaining to strategic planning or other strategy, mergers and acquisitions, corporate technology, intellectual property, customers, pricing, business methods and operations, business policies, procedures, practices and techniques, legal opinions and legal matters, research or development projects or results, sales, finances, products, suppliers, personnel performance and compensation, plans for future development, marketing practices, market participation, market studies, and financial forecasts and budgeting. You agree that disclosure of such Confidential Information would be detrimental to Emerson and agree that at no time following termination of your employment and directorship with Emerson will you directly or indirectly disclose or cause the disclosure of any Confidential Information to any person, firm, corporation, or entity, no matter what the purpose. You further agree that you will not directly or indirectly disclose the terms of this Agreement to any person except as authorized specifically herein.

Non-Disclosure Obligations. Employee shall not, without first obtaining the express written consent of the Chief Executive Officer of the Company (“CEO”) or the Board of Directors of the Company (“Board”), or being compelled to do so by a court of competent jurisdiction or a government entity under compulsion of law, disclose the existence or terms of this Agreement, nor the substance of the negotiations leading to this Agreement, to any other Person; save and except to Employee’s spouse, personal attorney, personal accountants, personal tax preparer, and/or the appropriate taxing authorities (each of whom will then be deemed governed by the non-disclosure agreement herein to the extent permitted by applicable law, and Employee will be responsible for any such improper disclosure by such Persons).

Non-use and Nondisclosure. Graphite acknowledges that WuXi ATU Confidential Information and WuXi ATU acknowledges that Graphite Confidential Information, with which it is supplied by the other pursuant to the Agreement is supplied subject to this Article 14. Each Party agrees to maintain the other Party's Confidential Information in strict confidence. Each Party agrees not to use any Confidential Information of the other Party for any purpose other than to perform the Services or a Party's obligations under this Agreement or a Work Order. Each Party agrees not to disclose any Confidential Information of the other Party to any third parties or to such Party's employees or Representatives, except and only, to the extent that those employees and/or Representatives of the Party receiving the other Party’s Confidential Information (the “Receiving Party”) have a reasonable need to access the Confidential Information. “Representatives” means any employees, agents, Affiliates and approved vendors of a Receiving Party that require access

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