This Employee Non-Disclosure Agreement (“Agreement”) is entered into as of
by and between
(“Employee”)
and
(“Company”).
1. Definition of Confidential Information
“Confidential Information” refers to all non-public information disclosed by the Company to the Employee, whether oral, written, or otherwise recorded or disclosed, including, but not limited to, trade secrets, business strategies, financial data, customer information, designs, software, and know-how.
2. Obligations of Employee
The Employee agrees to maintain the confidentiality of the Confidential Information and not to disclose it to any third party without the prior written consent of the Company.
The Employee shall use the Confidential Information solely for the purpose of performing their job duties for the Company.
The Employee agrees to take all reasonable precautions to protect the confidentiality of the Confidential Information.
3. Exclusions
The obligations above do not extend to information that:
Is or becomes publicly known through no wrongful act of the Employee;
Is received from a third party without breach of any obligation of confidentiality;
Is independently developed by the Employee without use of the Company’s Confidential Information;
Is required to be disclosed by law or court order.
4. Term
This Agreement and the Employee’s duty to hold the Confidential Information in confidence shall remain in effect during the Employee’s employment and for
years following the termination of employment.
5. Return of Materials
Upon termination of employment, the Employee agrees to promptly return to the Company all materials, documents, and records containing or relating to Confidential Information.
6. Remedies
The Employee agrees that the Company may seek injunctive or other equitable relief in the event of any breach or threatened breach of this Agreement, in addition to any other remedy available at law or in equity.
7. Miscellaneous
This Agreement constitutes the entire agreement between the parties concerning the subject matter herein.
If any provision of this Agreement is held to be invalid, the remainder shall remain in full force and effect.