PRODUCTS/SERVICES
OFFERED BY OR OTHER ACTIVITIES OF THE COMPANY (WHETHER OR NOT THE INFORMATION
CONTAINED THEREIN IS DEEMED CONFIDENTIAL), ARE AND SHALL REMAIN THE SOLE AND
EXCLUSIVE
PROPERTY OF THE COMPANY.
(C)
IMMEDIATELY UPON THE TERMINATION OF
EMPLOYEE'S EMPLOYMENT, WHETHER INITIATED BY EMPLOYEE OR THE COMPANY, WHETHER
WITH OR WITHOUT CAUSE, EMPLOYEE SHALL DELIVER TO THE COMPANY'S PRESIDENT AND
CHIEF EXECUTIVE OFFICER, RETAINING NO COPIES, ALL COMPANY PROPERTY (FOR EXAMPLE,
KEYS AND CREDIT CARDS) AND ALL DOCUMENTS, RECORDS, FILES, COMPUTER PROGRAMS AND
OTHER DATA OR OTHER WRITINGS RELATING TO THE COMPANY'S BUSINESS, REGARDLESS OF
WHERE OR BY WHOM SAID WRITINGS WERE KEPT OR PREPARED.
7.
CONFIDENTIALITY AND COVENANTS AGAINST
INTERFERENCE.
(A)
DURING THE COURSE OF EMPLOYEE'S EMPLOYMENT
WITH THE COMPANY, EMPLOYEE MAY, FROM TIME TO TIME, BE PLACED IN A POSITION OF
TRUST AND CONFIDENCE IN WHICH HE/SHE RECEIVES OR CONTRIBUTES TO THE CREATION OF
CONFIDENTIAL AND/OR PROPRIETARY INFORMATION RELATIVE TO THE OPERATIONS OF THE
COMPANY.
THIS CONFIDENTIAL AND/OR PROPRIETARY INFORMATION INCLUDES, BUT IS NOT
LIMITED TO:
BUSINESS, MANUFACTURING, MARKETING, LEGAL AND ACCOUNTING METHODS,
POLICIES, PLANS, PROCEDURES, STRATEGIES AND TECHNIQUES; INFORMATION CONCERNING
THE COMPANY'S EARNINGS, PRODUCTION VOLUMES AND METHODS FOR DOING BUSINESS;
RESEARCH AND DEVELOPMENT PROJECTS, PLANS AND RESULTS; TRADE SECRETS
(E.G., FORMULAS, METHODS, PROCESSES AND SPECIFICATIONS) AND TECHNICAL
INFORMATION; THE NAMES AND ADDRESSES OF THE COMPANY'S EMPLOYEES, VENDORS,
SUPPLIERS, DISTRIBUTORS, CUSTOMERS, POTENTIAL CUSTOMERS AND FORMER CUSTOMERS;
CUSTOMER LISTS; PRICING, CREDIT AND FINANCIAL INFORMATION; AND ANY OTHER DATA OR
INFORMATION RELATING TO THE BUSINESS OF THE COMPANY WHICH IS NOT GENERALLY KNOWN
BY AND READILY ACCESSIBLE TO THE PUBLIC.
EMPLOYEE MAY USE AND/OR DISCLOSE
CONFIDENTIAL AND/OR PROPRIETARY INFORMATION ONLY DURING HIS EMPLOYMENT WITH THE
COMPANY AND ONLY AS NECESSARY TO FURTHER THE COMPANY'S INTERESTS.
DURING HIS
EMPLOYMENT WITH THE COMPANY AND AT ALL TIMES THEREAFTER, REGARDLESS OF THE
REASON FOR THE TERMINATION, WHETHER BY EMPLOYEE OR THE COMPANY, WHETHER WITH OR
WITHOUT CAUSE, EMPLOYEE SHALL NOT USE FOR HIS PERSONAL BENEFIT OR FOR ANY
PURPOSE WHICH DOES NOT FURTHER AND/OR WHICH IS INCONSISTENT WITH THE INTERESTS
OF THE COMPANY, OR DISCLOSE, COMMUNICATE OR DIVULGE TO ANY PERSON, FIRM,
ASSOCIATION, OR COMPANY OTHER THAN THE COMPANY, ANY CONFIDENTIAL AND/OR
PROPRIETARY INFORMATION WHICH HE WILL ACQUIRE IN THE COURSE OF HIS EMPLOYMENT
AND WHICH IS NOT GENERALLY KNOWN BY AND/OR READILY ACCESSIBLE TO THE PUBLIC.
(B)
FOR A PERIOD OF ONE (1)YEAR AFTER THE
TERMINATION OF HIS EMPLOYMENT WITH THE COMPANY, FOR ANY REASON, WHETHER BY
EMPLOYEE OR THE COMPANY, WHETHER WITH OR WITHOUT CAUSE, EMPLOYEE SHALL NOT, FOR
HIS OWN BENEFIT OR FOR THE BENEFIT OF ANY THIRD PARTY, DIRECTLY OR INDIRECTLY,
IN ANY CAPACITY (AS AN EMPLOYEE, INDEPENDENT CONTRACTOR, OWNER OR OTHERWISE)
PARTICIPATE IN ANY OF THE FOLLOWING ACTIVITIES:
(I)
INDUCE OR ATTEMPT TO INDUCE ANY EMPLOYEE
OF THE COMPANY TO TERMINATE HIS OR HER EMPLOYMENT WITH THE COMPANY OR ANY
PROSPECTIVE EMPLOYEE NOT TO ESTABLISH A RELATIONSHIP WITH THE COMPANY;
(II)
INDUCE OR ATTEMPT TO INDUCE ANY CURRENT
CUSTOMER TO TERMINATE ITS/HIS/HER RELATIONSHIP WITH THE COMPANY OR ANY POTENTIAL