NECESSARY TO OBTAIN
SUCH PATENTS IN THE NAME OF COMPANY.
2
5.2
CONFIDENTIAL INFORMATION.
EXECUTIVE SHALL
HOLD AND KEEP CONFIDENTIAL FOR THE BENEFIT OF COMPANY ALL SECRET OR CONFIDENTIAL
INFORMATION, FILES, DOCUMENTS OTHER MEDIA IN WHICH CONFIDENTIAL INFORMATION IS
CONTAINED, KNOWLEDGE OR DATA (COLLECTIVELY THE "CONFIDENTIAL INFORMATION")
RELATING TO COMPANY OR ANY OF ITS AFFILIATED COMPANIES, AND THEIR RESPECTIVE
BUSINESSES, WHICH SHALL HAVE BEEN OBTAINED BY EXECUTIVE DURING EXECUTIVE'S
EMPLOYMENT BY COMPANY OR ANY OF ITS AFFILIATED COMPANIES. CONFIDENTIAL
INFORMATION DOES NOT INCLUDE INFORMATION THAT IS ALREADY PUBLIC KNOWLEDGE AT THE
TIME OF DISCLOSURE (OTHER THAN BY ACTS BY EXECUTIVE OR HIS REPRESENTATIVES IN
VIOLATION OF THIS AGREEMENT) OR THAT IS PROVIDED TO EXECUTIVE BY A THIRD PARTY
WITHOUT AN OBLIGATION WITH COMPANY TO MAINTAIN THE CONFIDENTIALITY OF SUCH
INFORMATION.
AFTER TERMINATION OF EXECUTIVE'S EMPLOYMENT WITH COMPANY, HE SHALL
NOT, WITHOUT THE PRIOR WRITTEN CONSENT OF COMPANY, OR AS MAY OTHERWISE BE
REQUIRED BY LAW OR LEGAL PROCESS, COMMUNICATE OR DIVULGE ANY CONFIDENTIAL
INFORMATION TO ANYONE OTHER THAN COMPANY AND THOSE DESIGNATED BY IT.
EXECUTIVE
SHALL ACKNOWLEDGE THAT ALL CONFIDENTIAL DOCUMENTS ARE AND SHALL REMAIN THE SOLE
AND EXCLUSIVE PROPERTY OF COMPANY REGARDLESS OF WHO ORIGINALLY ACQUIRED THE
CONFIDENTIAL DOCUMENTS.
EXECUTIVE AGREES TO RETURN TO COMPANY PROMPTLY UPON THE
EXPIRATION OR TERMINATION OF HIS EMPLOYMENT OR AT ANY OTHER TIME WHEN REQUESTED
BY COMPANY, ANY AND ALL PROPERTY OF COMPANY, INCLUDING, BUT NOT LIMITED TO, ALL
CONFIDENTIAL DOCUMENTS AND COPIES THEREOF IN HIS POSSESSION OR CONTROL.
ANY
LOSS RESULTING FROM A BREACH OF THE FOREGOING OBLIGATIONS BY EXECUTIVE TO
PROTECT THE CONFIDENTIAL INFORMATION COULD NOT BE REASONABLY OR ADEQUATELY
COMPENSATED IN DAMAGES IN AN ACTION AT LAW.
THEREFORE, IN ADDITION TO OTHER
REMEDIES PROVIDED BY LAW OR THIS AGREEMENT, COMPANY SHALL HAVE THE RIGHT TO
OBTAIN INJUNCTIVE RELIEF, IN THE APPROPRIATE COURT, AT ANY TIME, AGAINST THE
DISSEMINATION BY EXECUTIVE OF THE CONFIDENTIAL INFORMATION, OR THE USE OF SUCH
INFORMATION BY EXECUTIVE IN VIOLATION HEREOF.
5.2.1
RESTRICTION ON USE OF CONFIDENTIAL/TRADE SECRET
INFORMATION.
EXECUTIVE AGREES THAT HIS USE OF CONFIDENTIAL/TRADE SECRET
INFORMATION IS SUBJECT TO THE FOLLOWING RESTRICTIONS FOR AN INDEFINITE PERIOD OF
TIME SO LONG AS THE CONFIDENTIAL/TRADE SECRET INFORMATION HAS NOT BECOME
GENERALLY KNOWN TO THE PUBLIC:
(A)
NON-DISCLOSURE.
EXECUTIVE AGREES THAT HE
WILL NOT PUBLISH OR DISCLOSE, OR ALLOW TO BE PUBLISHED OR DISCLOSED,
CONFIDENTIAL/TRADE SECRET INFORMATION TO ANY PERSON WITHOUT THE PRIOR WRITTEN
AUTHORIZATION OF THE COMPANY UNLESS PURSUANT TO EXECUTIVE'S JOB DUTIES TO THE
COMPANY UNDER THIS AGREEMENT.
(B)
NON-REMOVAL/SURRENDER.
EXECUTIVE AGREES
THAT HE WILL NOT REMOVE ANY CONFIDENTIAL/TRADE SECRET INFORMATION FROM THE
OFFICES OF THE COMPANY OR THE PREMISES OF ANY FACILITY IN WHICH THE COMPANY IS
PERFORMING SERVICES, EXCEPT PURSUANT TO HIS DUTIES UNDER THIS AGREEMENT.
EXECUTIVE FURTHER AGREES THAT HE SHALL SURRENDER TO THE COMPANY ALL DOCUMENTS
AND MATERIALS IN HIS POSSESSION OR CONTROL WHICH CONTAIN CONFIDENTIAL/TRADE
SECRET INFORMATION AND WHICH ARE THE PROPERTY OF THE COMPANY UPON THE
TERMINATION OF THIS AGREEMENT, AND THAT HE SHALL NOT THEREAFTER RETAIN ANY