b. Definition of Confidential Information. “Confidential Information” means any information, technical data or know-how (whether disclosed before or after the date of this Agreement), including, but not limited to, information relating to business and product or service plans, financial projections, customer lists, business forecasts, sales and merchandising, human resources, patents, patent applications, computer object or source code, research, inventions, processes, designs, drawings, engineering, marketing or finance to be confidential or proprietary or which information would, under the circumstances, appear to a reasonable person to be confidential or proprietary. Confidential Information does not include information, technical data or know-how that: (i) is in the possession of Advisor at the time of disclosure, as shown by Advisor’s files and records immediately prior to the time of disclosure; or (ii) becomes part of the public knowledge or literature, not as a direct or indirect result of any improper inaction or action of Advisor. Notwithstanding the foregoing, Advisor may disclose Confidential Information with the prior written approval of the Company or pursuant to the order or requirement of a court, administrative agency or other governmental body.
b. Definition of Confidential Information. “Confidential Information” means any information, technical data or know-how (whether disclosed before or after the date of this Agreement), including, but not limited to, information relating to business and product or service plans, financial projections, customer lists, business forecasts, sales and merchandising, human resources, patents, patent applications, computer object or source code, research, inventions, processes, designs, drawings, engineering, marketing or finance to be confidential or proprietary or which information would, under the circumstances, appear to a reasonable person to be confidential or proprietary. Confidential Information does not include information, technical data or know-how that: (i) is in the possession of Director at the time of disclosure, as shown by Director’s files and records immediately prior to the time of disclosure; or (ii) becomes part of the public knowledge or literature, not as a direct or indirect result of any improper inaction or action of Director. Notwithstanding the foregoing, the Director may disclose Confidential Information with the prior written approval of the Company or pursuant to the order or requirement of a court, administrative agency or another governmental body.
2. Definition of Confidential Information. As used in this Agreement, “Confidential Information” shall mean information relating to the businesses, products and affairs of Company, its affiliates and its customers which Company treats as confidential, including, but not limited to, information about or relating to: the identity, business and needs of the Company’s Customers; the identity of and plans for the development of new customers; the business and pricing policies and practices of the Company; the financial condition and affairs of the Company; the Company’s business development activities and plans for its existing and prospective lines of business, products and services; the identity of and nature and terms of the Company’s business relations with vendors, lenders, independent contractors and employees; and the Company’s art work, designs, prototypes, inventions, computer software and databases, systems, methods, programming materials, processes, new and developing products and services and marketing concepts; or any other confidential or secret information concerning the business and affairs of Company; provided, however, that Confidential Information shall not include information or property which is (i) now in the public domain or later publicly available through no fault of Employee, (ii) known to Employee prior to Employee’s receipt of the same from or through Company, (iii) rightfully obtained by Employee from sources other than Company or (iv) information gathered while researching startups.
A. Definition of Confidential Information. “Confidential Information” means any non-public information that relates to the actual or anticipated business and/or products, research or development of the Company, its affiliates or subsidiaries, or to the Company’s, its affiliates’ or subsidiaries’ technical data, trade secrets, or know-how, including, but not limited to, research, product plans, or other information regarding the Company’s, its affiliates’ or subsidiaries’ products or services and markets therefor, customer lists and customers (including, but not limited to, customers of the Company on whom Consultant called or with whom Consultant became acquainted during the term of this Agreement), software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, and other business information disclosed by the Company, its affiliates or subsidiaries, either directly or indirectly, in writing, orally or by drawings or inspection of premises, parts, equipment, or other property of Company, its affiliates or subsidiaries. Notwithstanding the foregoing, Confidential Information shall not include any such information which Consultant can establish (i) was publicly known or made generally available prior to the time of disclosure to Consultant; (ii) becomes publicly known or made generally available after disclosure to Consultant through no wrongful action or inaction of Consultant; or (iii) is in the rightful possession of Consultant, without confidentiality obligations, at the time of disclosure as shown by Consultant’s then-contemporaneous written records.
5.2. Definition of Confidential Information. The term “Confidential Information” shall include but not be limited to (i) trade secrets, documentation, designs, schematics, catalysts, settings, hardware designs, programming, processes, specifications required to produce material, research and development techniques, ideas, processes, products, handbooks, manuals, machines, compositions, methods, formulas, source and object codes, data, programs, patents, patent applications, know-how, improvements, research projects, formats, discoveries, developments, designs, drawings, techniques, system documentation, special hardware, related software development, computer software and programs, electronic codes; (ii) plans for research, development, new products, marketing and selling, business and strategic plans, budgets and financial statements, licenses, prices and costs, suppliers and customers; (iii) information concerning sales, sales volume, sales and marketing methods, financial performance, sales proposals, identity of clients, kind of client purchases, sources of supply; (iv) any other confidential or proprietary information belonging to or relating to the business affairs of the Company. The term Confidential Information is to be broadly defined and construed to and for the benefit of the Company, and includes any and all information that has or could have commercial value or other utility in the business in which the Company is engaged or contemplates engaging in, and all information of which the unauthorized disclosure could be detrimental or adverse to the their interests.
8.1 Definition of Confidential Information. Confidential Information as used in this Agreement shall mean any and all technical and non-technical information related to the current, future and proposed products and services of the Company, its suppliers and customers, and includes, without limitation, its respective information concerning research, experimental work, development, design details and specifications, engineering, financial information, procurement requirements, purchasing manufacturing, customer lists, business forecasts, sales and merchandising and marketing plans and information.
9.1. Definition of Confidential Information. As used herein, “Confidential Information” means any information, whether in written, visual, oral, electronic or other form, furnished by either Party, its Affiliates, or their respective agents and employees (the “Disclosing Party”), to the other Party, its Affiliates, or their respective agents and employees (the “Receiving Party”) under this Agreement, including the Proprietary Information of the Disclosing Party, except to the extent that the Receiving Party can establish by competent proof that such information: (a) was already known to the Receiving Party, as shown by its written records, other than under an obligation of confidentiality, at the time of disclosure by the Disclosing Party; (b) was publicly available at the time of its disclosure by the Disclosing Party; (c) became publicly available after its disclosure by the Disclosing Party, other than through any violation of confidentiality owed to the Disclosing Party; (d) became available to the Receiving Party on a non-confidential basis from a source other than the Disclosing Party, provided that such source is not bound by a confidentiality agreement with the Disclosing Party with respect to such information; or (e) was independently developed by the Receiving Patty without reference to the Confidential Information.
Definition of Confidential Information.Employee agrees that the confidentiality obligations set forth in the Company’s policies shall continue in full force and effect from and after the date hereof.In addition, Employee acknowledges that his position with the Company created a relationship of high trust and confidence with respect to Confidential Information owned by the Company, its customers or suppliers that may have been learned or developed by Employee while employed by the Company. For purposes of this Agreement, “Confidential Information” means all information that meets one or more of the following three conditions: (i) it has not been made available generally to the public either bythe Company or by a third party withthe Company’s consent, (ii) it is useful or of value tothe Company’s current or anticipated business or research and development activities or those of a customer or supplier of the Company, or (iii) it either has been identified as confidential to Employee by the Company(orally or in writing) or it has been maintained as confidential from outside parties and is recognized as intended for internal disclosure only. Confidential Information includes, but is not limited to, “Trade Secrets” to the full extent of the definition of that term under Delaware law. It does not include “general skills, knowledge and experience” as those terms are defined under Delaware law.
e. Definition of Confidential Information. For the purposes of this Agreement, Confidential Information means any information not generally known to the public and proprietary to the Company and includes, without limitation, trade secrets, inventions, and information pertaining to research, development, purchasing, marketing, selling, accounting, licensing, business systems, business techniques, customer lists, prospective customer lists, price lists, business strategies and plans, pending patentable materials and/or designs, design documentation, documentation of meetings, tests and/or test standards, or manuals whether in document, electronic, computer or other form. For example, Confidential Information may be contained in the Companys customer lists, prospective customer lists, the particular needs and requirements of customers, the particular needs and requirements of prospective customers, and the identity of customers or prospective customers. Information shall be treated as Confidential Information irrespective of its source and any information which is labeled or marked as being confidential or trade secret shall be presumed to be Confidential Information. The definition of Confidential Information as set forth in this paragraph is not intended to be complete. From time to time during the term of his employment, Executive may gain access to other information not generally known to the public and proprietary to the Company concerning the Companys businesses that is of commercial value to the Company, which information shall be included in the definition in this paragraph, even though not specifically listed above. The definition of Confidential Information applies to any form in which the subject information, trade secrets, or data may appear, whether written, oral, or any other form of recording or storage.
4.1Definition of Confidential Information.Confidential Information shall mean any technical or business information furnished by or on behalf of Agenus to Consultant in connection with this Agreement or developed by Consultant in the course of performing the Services, regardless of whether such Confidential Information is in oral, electronic or written form.Such Confidential Information may include, without limitation, trade secrets, know-how, inventions, technical data or specifications, testing methods, business or financial information, research and development activities, product and marketing plans, and customer and supplier information.
1.Definition of Confidential Information. The term “Confidential Information” shall mean all specifications, formulas, prototypes, analyses, computer programs, data, methods, techniques, processes, projections, plans, marketing and pricing information, materials, financial statements, notes, customer lists and other information in oral, written, electronic or any other form furnished or made available for review by Span-America or any of its Representatives to Savaria or any of its Representatives, (together with any reports, analyses, compilations, forecasts, data, studies or other documents prepared by Savaria or any of its Representatives containing or based, in whole or in part, on such information); provided however, that the term “Confidential Information” does not include information that (a) was known or possessed by Savaria or its Representatives prior to its disclosure by Span-America or its Representatives, (b) was or becomes available to the public other than as a result of a breach of the terms of this Agreement, (c) was or becomes generally available to Savaria or its Representatives other than in connection with Span-America’s disclosure pursuant to this Agreement from a source that was not prohibited from disclosing such information to Savaria by a contractual, legal or fiduciary obligation to Span-America actually known to Savaria, or (d) is independently developed by or on behalf of Savaria or its Representatives without reference to any Confidential Information provided hereunder. The term “person “ as used in this Agreement shall be interpreted broadly to include, without limitation, any corporation, limited liability company or other business entity, trust, group, partnership, association, government agency or body, stock exchange, or individual.
5.1 Definition of Confidential Information.“Confidential Information” means (a) any technical and non-technical information related to the Company’s business and current, future and proposed products and services of Company, including for example and without limitation, Company Innovations, Company Property (as defined in Section 6 (“Ownership and Return of Confidential Information and Company Property”)), and Company’s information concerning research, development, design details and specifications, financial information, procurement requirements, engineering and manufacturing information, customer lists, business forecasts, sales information and marketing plans and(b) any information that may be made known to Consultant and that Company has received from others that Company is obligated to treat as confidential or proprietary.
5.Definition of Confidential Information. As used in this Agreement, the tenn “Confidential Information” means all oral and written information, including without limitation the Bank Data (as such term is defined below), that is not generally known to the public, including, without limitation, any and all information and trade secrets relating to the operation, business, strategies, financial affairs, products, systems (computer and otherwise), technologies, sales, research and development, user data, services, vendor information, customer information (including nonpublic personal information), employee information or intellectual properties of the Bank or its affiliates or any other party with whom the Bank or its affiliates is doing business, and any and all other information concerning the Bank and its affiliates, including without limitation all information encompassed in descriptions, reports, recommendations, analyses, proposals, test data, other data, business plans or other plans, treatments, scripts, budgets, programs, outlines, specifications, ideas, concepts, models, and documents, whether or not protectable by patent, copyright or other laws, whether furnished before or after the date of this Agreement, togetherwith any additional information derived from such information and contained in all analyses, compilations, studies or other documents or records prepared by the Consultant or its Representatives, as well as all copies and other reproductions thereof, whether in writing or stored or maintained in or by electronic, magnetic or other means, media or devices. As used in this Agreement, the term “Representatives” means, with respect to any Party, the directors, officers, shareholders, employees, affiliates and controlling persons of such Party (as applicable), and its and their respectiveagents, advisors and representatives (including without limitation attorneys, accountants and financial advisors).
(b.i)Definition of Confidential Information. Employee agrees and acknowledges that the following information and materials whether in written, oral, magnetic, photographic , optical, machine-readable or other form will be considered to be "Confidential Information" of the Company : (a) all information and materials received by Employee from the Company in tangible form and marked "Proprietary" or "Confidential"; (b) all computer software or portions thereof (whether in source or object code form) developed and/or owned by the Company and all written materials relating to such software; (c) all computer software (whether in source or object code form) or other information licensed by the Company from third parties to whom the Company owes any obligations of confidentiality; (d) all ideas, concepts, know-how, materials, inventions, research, reports, products, designs, methods, formulae, techniques, systems, processes and works of authorship relating specifically to the business of the Company and not to the industry generally; (e) all internal business information, procedures and plans of the Company and all lists of current or prospective customers of the Company; and (f) all other information that is not generally known to third parties who are not under an obligation of confidentiality to the Company and that has value to the Company because it is not known to third parties.
a. Definition of Confidential Information. "Confidential Information" means CRRE's proprietary and nonpublic information of commercial value that Member would not be aware of if Member had not been affiliated with CRRE. Confidential Information may include, but is not limited to, information stored on CRRE's private computer network, including the "J" drive, communications contained in emails and things spoken orally to Member.
(a)Definition of Confidential Information. As used herein, the term Confidential Information means the Companys confidential and proprietary information, which includes, without limitation, information about the Companys products and services, customers and prospective customers, the buying patterns and needs of customers and prospective customers, vendors and suppliers, pricing, quoting, costing systems, billing and collection procedures, proprietary software and the source code thereof, financial and accounting data, data processing and communications, technical data, marketing concepts and strategies, business plans, mergers and acquisitions, research and development of new or improved products and services, and general know-how regarding the business of the Company and its products and services. The Participant expressly acknowledges and agrees that Confidential Information may include, without limitation, confidential and proprietary information belonging to various third parties, such as the Companys affiliates, vendors, agents or customers, but which has been and will be entrusted to the Company for use by the Company to conduct its business. The failure to mark or designate information as confidential or proprietary shall not prevent information that has been or will be accessed by or disclosed to the Participant from being deemed Confidential Information under this Agreement.