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An employee non-disclosure agreement is a fairly standard form for businesses that deal with confidential information or have regular competitors in their industry. This agreement will keep an employee's vital knowledge of company information private and confidential. In addition to stating that the new employee will keep confidential information confidential, it also states specific penalties for breach of that agreement. This document should be used by employers who want their employees to keep certain company information confidential.
An employee non-disclosure agreement is a fairly standard form for businesses that deal with confidential information or have regular competitors in their industry. This agreement will keep an employee's vital knowledge of company information private and confidential. In addition to stating that the new employee will keep confidential information confidential, it also states specific penalties for breach of that agreement. This document should be used by employers who want their employees to keep certain company information confidential. EMPLOYEE NON-DISCLOSURE AGREEMENT This Agreement made on this [day] of [month] of [year] Between Company and Employee (hereinafter the “Agreement”) BETWEEN: [Company name/address] (hereinafter the "Company"), AND: [Employee name/address] (hereinafter the "Employee"), FOR GOOD CONSIDERATION, and in consideration of employment with Company, Employee hereby agrees to and acknowledges the following terms and conditions. ARTICLE I CONFIDENTIAL INFORMATION 1.1 Employee hereby acknowledges that in the course of their mutual business relationship Company may make certain information available to Employee, including all business data such as pricing data, customer databases, customer lists, marketing information, technical or design information, performance and production standards, trade secrets, copyrighted materials, patents and inventions and any and all other confidential information (hereinafter the “Confidential Information”). 1.2 This Confidential Information is acknowledged by Employee to have inherent value, both economic and otherwise, and that disclosure thereof could result in economic losses to Company or economic gains to others who could potentially profit by disclosure. 1.3 The Employee hereby agrees to hold confidential and make reasonable efforts to maintain secrecy and confidentiality of all Confidential Information that may pass to Employee from Company during the period governed by this Agreement. Employee shall additionally make no disclosure of the terms of this Agreement or of the Agreement itself. 1.4 Employee is prohibited from making copies or duplicates of any Confidential Information, except as essential for the fulfillment of Employee’s duties to Company. Employee is prohibited from removing any Confidential Information, related documents or proprietary property or information without the written authorization of Company. If requested by Company, Employee will immediately return all Confidential Information, related documents and proprietary property or information. 1.5 If it should be necessary for Employee to disclose Confidential Information to third parties in the course of its business relationship with Company, the third parties must be properly instructed that the disclosed information is confidential in nature, and that all proper steps to insure confidentiality by all parties is taken. 1.6 Employee further agrees, after the termination of this Agreement, not to make use of any Confidential Information to solicit current or future Customers of Company. ARTICLE II © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 2 PROPRIETARY INFORMATION 2.1 For the purpose of this Agreement “Proprietary Information” includes, but is not limited to, any data, information, written records, including documents, drawings, records, digital materials such as software, computer programs, firmware, marketing materials such as logos, promotional systems or ideas, advertising, customer lists, pricing information, and trade secrets such as formulas, production methods, products, test, concepts, as well as the internal finances, business practices, research, marketing, planned research development, and organization of the Company or its affiliates. 2.2 All Proprietary Information, made, discussed, written, learned, secured or obtained by the Employee during their work for the Company shall remain the exclusive and sole property of the Company. The Employee therefore waives all interest, title and right of every type and of all kind whatsoever to any Proprietary Information learned or otherwise obtained by the Employee during the term of the business relations. 2.3 Employee agrees to comply with all reasonable rules established by Company for the protection of Proprietary Information. Furthermore, if Employee refuses to perform these acts, Employee irrevocably assigns the President and Vice President(s) of the Company to act as agents of the Employee for all necessary acts to maintain or obtain relevant copyrights, patents, and related rights to any Proprietary Information assigned by Employee to Company under this Agreement. The grant of the foregoing assignment shall survive the disability or death of the Employee. 2.4 Employee fully agrees to promptly disclose to Company, all Proprietary Information created, conceived or reduced to practice in writing during the term of this Agreement. (In addition, Employee agrees to disclose to Company all patent copyright or similar right filed by the Employee one year after the termination of this Agreement if it can be reasonably presumed that such a filing was related to Proprietary Information created by the Employee during their businesses relationship with Company under the terms of this Agreement.) [Instruction: If applicable] 2.5 The Employee exercises no rights or privileges with
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