Trade Secrets and Confidential Information Contract Clauses (74)

Trade Secrets and Confidential Information. A. During the course of Executive's employment with the Company, the Company may disclose to Executive Trade Secrets and Confidential Information (defined below). The Trade Secrets and the Confidential Information of the Company are the sole and -7- exclusive property of the Company (or a third party providing such information to the Company). The disclosure of the Trade Secrets and the Confidential Information of the Company to Executive does not give Executive any license, interest or rights o...f any kind in the Trade Secrets or Confidential Information. B. Executive may use the Trade Secrets and Confidential Information solely for the benefit of the Company while Executive is an employee of the Company. Executive shall hold in confidence the Trade Secrets and Confidential Information of the Company. Except in the performance of services for the Company, Executive shall not reproduce, distribute, transmit, reverse engineer, decompile, disassemble, or transfer the Trade Secrets or the Confidential Information of the Company or any portion thereof. C. The obligations under this Agreement with regard to the Trade Secrets of the Company remain in effect as long as the information constitutes a trade secret under applicable law. The obligations with regard to the Confidential Information of the Company shall remain in effect while Executive is employed by the Company and thereafter. D. Executive agrees to return to the Company, upon Executive's resignation, termination, or upon request by the Company, the Trade Secrets and Confidential Information of the Company and all materials relating thereto. E. As used herein, "Trade Secrets" means information of the Company, and its licensors, suppliers, clients and customers, including, but not limited to, technical or non-technical data, formulas, patterns, compilations, programs, devices, methods, techniques, drawings, processes, financial data, financial plans, product plans, or a list of actual or potential customers or suppliers, which is not commonly known or available to the public and which information (i) derives economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use and (ii) is the subject of efforts that are reasonable under the circumstances to maintain its secrecy. F. As used herein, "Confidential Information" means information, other than Trade Secrets, that is treated as confidential, and that would potentially damage or interfere with, in any manner, the Company's business if disclosed. Confidential Information includes, but is not limited to, information concerning the Company's financial structure, pricing, revenue sharing, partner agreements, customer agreements, marketing plans, methods of operation, and internal operating procedures. Notwithstanding the foregoing, the provisions of this sub-section D do not apply to (1) information which is general knowledge in the Company's industry, (ii) information that has been disclosed to Executive by third parties who are unrelated to the Company and who are not bound by agreements of confidentiality with respect thereto, and (iii) as Executive may be required to disclose by law but only to the extent required by law. View More

Trade Secrets and Confidential Information. You agree to keep confidential and not disclose to others any Trade Secrets or Confidential and Proprietary Information, during the term of this Agreement and all times thereafter, except as required by law or as consented in writing by the Company's President. You agree that the Trade Secrets and Confidential and Proprietary Information described herein are valuable information. Trade Secrets and Confidential and Proprietary Information includes all forms of information whether in oral, written..., graphic, magnetic or electronic form without limitation. Trade Secrets and Confidential and Proprietary Information means, without limitation, the Company's client and prospective client names, addresses, relationships, terms and information; suppliers' names, addresses, terms and information; financial information; business and/or marketing plans; methods of operation; internal structure; financial information and practices; products and services; inventions; systems; devices; methods; ideas, procedures; client lists and files; fee schedules; test data; descriptions; drawings; techniques; algorithms; programs; designs; formula; software; business management and methods; planning methods; sales and marketing methods; valuable confidential business and professional information; proprietary computer software; management information; and all know-how, trade secrets, confidential information and any other information developed by and belonging to the Company which gives the Company a competitive advantage over others. If you shall leave, separate or terminate from the Company, you will neither take nor retain any file, record, document, Trade Secrets or Confidential and Proprietary Information, whether a reproduction, duplication, copy or original, of any kind or nature developed by, compiled by or belonging to the Company. View More

Trade Secrets and Confidential Information. (a) You represent and warrant that: (i) You are not subject to any legal or contractual duty or agreement that would prevent or prohibit You from performing Your duties for the Company or complying with this Agreement, and (ii) You are not in breach of any legal or contractual duty or agreement, including any agreement concerning trade secrets or confidential information, owned by any other person or entity. (iii) You will indemnify and hold harmless the Company from any claim, lawsuit, charge, ...or other allegation arising from any default or breach of the representations and warranties You made in subparagraphs 2(a)(i) and 2(a)(ii) above. (b) You shall not: (i) use, disclose, or reverse engineer the Trade Secrets or the Confidential Information for any purpose other than the Company's Business, except as authorized in writing by the Company; (ii) during Your employment with the Company, use, disclose, or reverse engineer (a) any confidential information or trade secrets of any former employer or third party, or (b) any works of authorship developed in whole or in part by You during any former employment or for any other party, unless authorized in writing by the former employer or third party; or (iii) upon the termination of Your employment for any reason, (a) retain Trade Secrets or Confidential Information, including any copies existing in any form (including electronic form) which are in Your possession or control, or (b) destroy, delete, or alter the Trade Secrets or Confidential Information without the Company's prior written consent. (c) The obligations under section 2(b), above, shall: (i) with regard to the Trade Secrets, remain in effect as long as the information constitutes a trade secret under applicable law; and (ii) with regard to the Confidential Information, remain in effect so long as the information at issue retains its confidential status and is not generally known or available to the public or the Company's competitors. (d) The confidentiality, property, and proprietary rights protections available in this Agreement are in addition to, and not exclusive of, any and all other rights to which the Company is entitled under federal and state law, including, but not limited to, rights provided under copyright laws, trade secret and confidential information laws, and laws concerning fiduciary duties. View More

Trade Secrets and Confidential Information. (a) Employee agrees that Employee will not: (i) either during or after Employee's employment with the Employer, use or disclose the Trade Secrets or the Confidential Information for any purpose other than the performance of duties in the Business on behalf of the Employer, except as authorized in writing by the Employer; (ii) during Employee's employment with the Employer, use or disclose: (a) any confidential information or trade secrets of any third party; or (b) any works of authorship develo...ped in whole or in part by Employee for any other party, unless authorized in writing by the third party; or (iii) upon the conclusion of Employee's employment with the Employer, for any reason, retain Trade Secrets or Confidential Information, including any copies existing in any form (including electronic form) that are in Employee's possession or control. This includes customer information on any social media account that Employee utilizes on behalf of the Employer. Employee agrees to: (1) maintain the privacy settings on any social media account such that competitors cannot access customer information on said accounts; and (2) delete (within three days of the close of Employee's employment with the Employer) all customer information that Employee adds to any social media accounts during the course of Employee's employment with the Employer. 7 (b) The obligations under this Section 11 shall remain in effect as long as the information constitutes a Trade Secret or Confidential Information under the definitions set forth in this Agreement and/or applicable law. (c) The confidentiality, property, and proprietary rights protections available in this Agreement are in addition to, and not exclusive of, any and all other rights to which the Employer is entitled under federal and state law, including, but not limited to, rights provided under copyright laws, trade secret and confidential information laws, and laws concerning fiduciary duties. (d) Notwithstanding anything in this Agreement to the contrary, nothing in this Agreement shall prohibit Employee from reporting possible violations of Federal law or regulation to any United States governmental agency or entity in accordance with the provisions of and rules promulgated under Section 21F of the Securities Exchange Act of 1934 or Section 806 of the Sarbanes-Oxley Act of 2002, or any other whistleblower protection provisions of State or Federal law or regulation (including the right to receive an award for information provided to any such government agencies). Furthermore, in accordance with 18 U.S.C. § 1833, the Employer hereby notifies Employee that, notwithstanding anything to the contrary herein: (a) Employee shall not be in breach of this Agreement, and shall not be held criminally or civilly liable under any Federal or State trade secret law (i) for the disclosure of a trade secret that is made in confidence to a Federal, State, or local government official or to an attorney solely for the purpose of reporting or investigating a suspected violation of law, or (ii) for the disclosure of a trade secret that is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; and (b) if Employee files a lawsuit for retaliation by Employer for reporting a suspected violation of law, Employee may disclose the trade secret to Employee's attorney, and may use the trade secret information in the court proceeding, if Employee files any document containing the trade secret under seal, and does not disclose the trade secret, except pursuant to court order. View More

Trade Secrets and Confidential Information. Participant agrees that he or she will not: A.Either during or for a period of two (2) years after Participant's employment with Equifax, use or disclose the Confidential Information for any purpose other than the performance of duties in the Business on behalf of the Company, except as authorized in writing by Equifax, and Participant shall not use or disclose Trade Secrets indefinitely; B-4 B.During Participant's employment with Equifax, use or disclose (a) any confidential information or trad...e secrets of any Third Party, or (b) any works of authorship developed in whole or in part by Participant for any Third Party, unless authorized in writing by the Third Party; or C.upon the conclusion of Participant's employment with the Company for any reason retain Trade Secrets or Confidential Information, including any copies existing in any form (including electronic form) that are in Participant's possession or control, unless instructed to do so in writing by Equifax. View More