Confidential and Proprietary Information Contract Clauses (104)

Confidential and Proprietary Information. (a) Confidential Information and Inventions Agreement. As a condition to the execution and effectiveness of this Agreement, you agree to abide by, the Company's Confidential Information and Inventions Agreement which you previously executed (the "Inventions Agreement"). In furtherance, and not in limitation of the provisions thereof, you agree, during the term hereof and thereafter, that you shall take all steps reasonably necessary to hold the Company's proprietary information in trust and conf...idence, will not use proprietary information in any manner or for any purpose except in connection with the performance of your services to the Company, and will not (other than in the performance of the services to the Company as herein contemplated) disclose any such proprietary information to any third party without first obtaining the Company's express written consent on a case-by-case basis. (b) Third Party Information. You understand that the Company has received, and will in the future receive, from third parties confidential or proprietary information ("Third Party Information") subject to a duty on the Company's part to maintain the confidentiality of such information and use it only for certain limited purposes. You agree to hold Third Party Information in confidence and not to disclose to anyone (other than the Company's personnel who need to know such information in connection with their work for the Company) or to use, except in connection with the performance of your services to the Company, Third Party Information unless expressly authorized in writing by an officer of the Company. 5 (c) Whistleblower Exception. Notwithstanding any provision of this Agreement to the contrary, including but not limited to this Section 6, you may report possible violations of federal law or regulation to any governmental agency or entity, including but not limited to the Department of Justice, the Securities and Exchange Commission, and any agency Inspector General, or make other disclosures that are protected under the whistleblower provisions of federal law or regulation. You do not need the prior authorization from the Company to make any such reports or disclosures and you are not required to notify the Company that you have made such reports or disclosures. View More

Confidential and Proprietary Information. During his employment, Employee has been given access to and/or has developed information which is confidential, proprietary in nature and/or qualifies as a trade secret ("Confidential Information"). All such Confidential Information and material shall be treated by Employee as confidential information protected from disclosure or unauthorized use. The confidentiality of such Confidential Information may be waived only by the written consent of the Employer; provided, however, nothing contained ...herein shall prohibit Employee from cooperating in any law enforcement or regulatory investigation involving the AAON Companies, including each of their respective officers, directors, employees and agents. As used herein, the term "Confidential Information" means information unique to the AAON Companies which has a significant business purpose and is not generally available from sources outside the AAON Companies, and includes, without limitation, information relating to the AAON Companies' business plans, contracts and licenses, trade secrets, business arrangements, financial results, software, computer and other information technology systems, manufacturing processes, product development, product pricing, sales and marketing strategies and pending or potential acquisition targets and strategies. Employee recognizes and agrees that Confidential Information is proprietary to the AAON Companies. Employee agrees that Employee will not use for Employee or for others or disclose or authorize disclosure to others of any Confidential Information. 4 11. Severability. If any provision of this Agreement is held invalid or unenforceable, either in its entirety or by virtue of its scope or application to given circumstances, such provision shall be deemed modified to the extent necessary to render the same valid or not applicable to given circumstances, as the situation may require, and this Agreement shall be construed and enforced as if such provision had been included herein as so modified in scope or application or had not been included herein, as the case may be. Although Employee agrees that the restrictions on Employee's activities in this Agreement are reasonable, given the nature and scope of Employer's business, the information made available to Employee during her employment, and the compensation provided for herein, Employee and Employer agree that in lieu of declaring the restrictions void, a court of competent jurisdiction shall be requested by both parties to modify the restrictions to the extent necessary under applicable law and to protect the legitimate interests of both Employer and Employee. View More

Confidential and Proprietary Information. GC has already executed, as a condition of GC's employment with the Company, the Company's standard form of Proprietary Information and Inventions Agreement (the "PIIA"). The PIIA remains in full force and effect.

Confidential and Proprietary Information. You acknowledge your ongoing covenant under Proprietary Information and Inventions Agreement to preserve as confidential the Company's Confidential Information as that term is defined therein. You agree that you will not discuss your employment by the Company or circumstances of your departure with any non-governmental entity or person (other than information that is publicly available or in connection with the Company's filings with the Securities and Exchange Commission) unless (i) required to... do so by a court of law, by any governmental agency having supervisory authority over the business of the Company or by any administrative or legislative body (including a committee thereof) with jurisdiction to order you to divulge, disclose or make accessible such Confidential Information; provided that you shall give prompt written notice to the Company of such requirement, disclose no more information than is so required, and reasonably cooperate with any attempts by the Company to obtain a protective order or similar treatment and (ii) to 4 your spouse, attorney and/or personal tax and financial advisors as reasonably necessary or appropriate to assist in your tax, financial and other personal planning (each an "Exempt Person"), provided, however, that any disclosure or use of Confidential Information by an Exempt Person shall be deemed to be a breach of this Section 13 by you. View More

Confidential and Proprietary Information. As a condition of continued employment, Executive agrees to continue to abide by the Company's standard form of Proprietary Information and Inventions Agreement which was signed in connection with the Prior Agreement ("PIIA").