Patrick Della Valle

A company’s request and/or on termination of your employment with company, you will return to company all documents, records, notebooks, computer diskettes and tapes and anything else containing companies confidential information, including all copies thereof, as well as any other company property, in your possession, control or custody. You will also delete from your own computer or other electronic storage medium any of companies proprietary or confidential information. Not later than 20 days after your employment is terminated, you will certify in writing to company that you have complied with these obligations.

Sample 1

During your employment with company and thereafter, you will (i) notify and provide company immediately with the details of any unauthorized possession, use or knowledge of any of companies confidential information, (ii) assist in preventing any re-occurrence of this possession, use or knowledge, and (iii) cooperate with company in any litigation or other action to protect or retrieve company confidential information.

Sample 2

The executive shall not, without the prior written consent of the company, divulge, disclose or make accessible to any other person, firm, partnership, corporation or any other entity any confidential information except (a) in the course of carrying out his duties under this agreement or (b) when required to do so by a court of law, by any governmental agency having supervisory authority over the business of the company or by any administrative body or legislative body (including a committee thereof) with jurisdiction to order him to divulge, disclose or make accessible such information.

Sample 1

“Confidential Information” means any nonpublic information pertaining to company’s business. Confidential information includes information disclosed by company do you, and information developed are learned by you during the course of or as a result of your employment with company, which you also agree his company’s property. You further agree that any item of intellectual or artistic property generated or prepared by you, by yourself or with others, in connection with your employment by company is company sole property and shall remain so unless company otherwise specifically agrees and writing. Confidential information includes, without limitation information and documents concerning companies processes; suppliers; customer lists; advertising and marketing plans; business strategies; profit margins; seasonal plans, goals, objectives and projections; compilations, analyses, and projections regarding company’s divisions, stores, product segments, product lines, suppliers, sales and expenses; files; trade secrets and patent applications (prior to their being public); salary, staffing and employment information (including information about performance of other executives); and “know -how,” techniques and any technical information not of a published nature relating, for example, to have company conducts its business.

Sample 2

“Confidential Information” shall mean all information that is not known to the public respecting the business of the company or any subsidiary relating to research and development, processes, trade secrets, customers, suppliers, finances and business plans and strategies. For this purpose, information known generally within the trade or industry of the company or any subsidiary shall be deemed to be known to the public. Confidential information shall include information that is, or becomes, known to the public as a result of the breach by the [specify employee’s title] of the provisions of this agreement.

Sample 1

You will not, at any time, directly or indirectly, use or disclose any of companies confidential information except as authorized and within the scope of your employment with company.

Sample 2

You agree that you will not disclose to company or use, or induce company to use, any proprietary information, trade secret or confidential business information of any other person or entity, including any previous employer of yours. You also represent that you have returned all property, proprietary information, trade secret in confidential business information belonging to any prior employer.

Sample 3

The parties mutually recognize that, in the course of your employment with company, you will have access to and will acquire knowledge of confidential and proprietary company information. This information includes, without limitation: marketing and strategies; customer names, needs, and other information; client potential; and other types of information which would place company at a competitive disadvantage if known by or revealed to competitors or customers. The parties mutually recognize that, in the course of your employment with company, in addition to company information, you will receive special assistance in marketing and special training which is not generally available elsewhere and which could harm company is known by her revealed to its competitors or customers. Accordingly, you agree:

a. You will never disclose to any person or entity any of company’s confidential information or its confidential marketing and training programs.

b. You will not enter into any employment or other agreement to perform services as an account executive or sales manager or perform any other services set forth in paragraph 10 for any company located within 50 miles of the company’s office in which you work for a period of 120 days after the termination of your employment with company.

c. You will not have any contact with and will not solicit clients or customers of company for a period of six months after the termination of your employment was station.

Sample 4

The executive shall not, without the prior written consent of the company, divulge, disclose or make accessible to any other person, firm, partnership, corporation or any other entity any confidential information except (a) in the course of carrying out his duties under this agreement or (b) when required to do so by a court of law, by any governmental agency having supervisory authority over the business of the company or by any administrative body or legislative body (including a committee thereof) with jurisdiction to order him to divulge, disclose or make accessible such information.

Sample 1

If a court determines that, but for the provisions of this paragraph, any part of this agreement is illegal, void as against public policy or otherwise unenforceable, then the relevant part will automatically be amended to the extent necessary to make it sufficiently narrow in scope, time and geographic area to be legally enforceable. All other terms will remain in full force and effect.

Sample 2

If you raise any question as to the enforceability of any part or terms of this agreement, it including, without limitation, provisions relating to confidentiality and avoiding conflicts of interest, you specifically agree that you will comply fully with this agreement unless and until an appropriate court designated in this agreement has entered a final judgment to the contrary.

Sample 3

If any provision of this agreement, as applied to either party or to any circumstance, shall be judged by a court to be void or unenforceable, the same shall in no way affect any other provision of this agreement or the validity or enforceability thereof.

You agree that the restrictions in this agreement will apply regardless of the manner in which your employment with company is terminated, whether voluntarily, for cause, without cause or otherwise.

Sample 1

Company and you will to be entitled to pursue all legal and equitable rights and remedies to secure performance of their respective obligations and duties under this agreement, unless otherwise expressly provided herein, and enforcement of one or more of these rights and remedies will not preclude company or you from pursuing any other rights or remedies.

You knowledge and agree that the individualized services and capabilities that you will provide to company under this agreement are of a personal, special, unique, unusual, extraordinary and intellectual character.

Sample 2

You expressly consent to injunctive and other equitable relief. Without limiting the foregoing, if you breach or threatened or breach or obligations under this agreement, you consent to entry of a temporary, preliminary and/or permanent injunction in joining you from reaching those obligations.

If any legal proceeding is instituted, neither you nor company will be entitled to seek or obtain punitive or exemplary damages of any kind from the other or, in your case, from company subsidiaries are divisions, or from the officers, directors or employees of company, its subsidiaries are divisions, or to seek or obtain damages or compensation for emotional distress. Nothing herein shall preclude an award of compensatory or punitive damages against any other third party.

If you terminate your employment voluntarily or if your employment is terminated by company for cause, you will be liable for all attorneys fees and costs incurred by company and seeking to enforce its rights under this agreement.

Sample 1

The entire understanding and agreement between you and company has been incorporated into this agreement, and this agreement supersedes any other agreements and understandings between you and company with respect to your employment by company. There are no other promises, representations, understandings or inducements other than those specifically set forth in this agreement. This agreement may not be altered, amended or added to accept a single writing signed by both you and company.

Sample 2

This agreement contains the entire understanding and agreement between the parties concerning the subject matter hereof and supersedes all prior agreements, understandings, discussions, negotiations and undertakings, whether written or oral, between the parties with respect thereto.

Sample 3

This agreement contains the entire understanding of the parties with respect to the subject matter thereof, supersedes any and all prior agreements of the parties with respect to the subject matter thereof, and cannot be changed or extended except by a writing signed by both parties hereto.

This agreement was entered into at arm’s-length, without duress or coercion, and is to be interpreted as an agreement between two parties of equal bargaining strength. Both you and company agree that this agreement is clear and unambiguous as to its terms, and that no parol or other evidence will be used or admitted to alter or explain the terms of this agreement, but that it will be interpreted based on the language within its four corners in accordance with the purposes for which it is entered into.

Sample 1

This agreement may be executed in counterparts, in which case each of the two counterparts will be deemed to be an original and the final counterpart will be deemed to have been executed in [specify location].

Sample 2

This agreement shall be binding upon the parties hereto, their respective legal representatives, successors and assigns, provided however, that this agreement shall not be assignable by you at any time.

Sample 3

This agreement shall be binding upon and inure to the benefit of the parties and their respective legal representatives, executors, heirs, administrators, successors and assigns; provided, however, that executive shall have no right to assign this agreement or delegate executives obligations hereunder.

Sample 1

This agreement shall be construed according to the laws of the State of ___________________ and constitute the entire understanding between the parties as of the commencement of the term of the agreement hereunder, and supersedes all prior agreements and understandings between the parties, and cannot be changed or terminated orally.

Sample 2

This agreement has been executed by company at company’s headquarters and principal executive offices in [specify location]. Company in you agree that your relationship with company is centered in [specify location] and that the weight of your contracts with and obligations to company is also in [specify location]. Any questions or other matter arising under this agreement, whether of validity, interpretation, performance or otherwise, will therefore be governed by and construed in accordance with the laws of the State of [specify state] applicable to agreements made and to be performed in [specify state] without regard to [specify state] choice of law rules. All actions and proceedings arising out of or relating directly or indirectly to this agreement will be filed and litigated exclusively in any state court or federal court located in the city or county of [specify city and state]. Company and you expressly consent to the jurisdiction of these courts, agree that venue is proper in these courts and company and you consent to service of process made at your last known address in companies records.

Sample 3

This agreement shall be governed by and construed and interpreted in accordance with the laws of [specify state] without reference to principles of conflict of laws.

Sample 4

This agreement in all matters and issues collateral thereto shall be governed by laws of [specify state] applicable to contracts entered into and performed entirely within the [specify state], with respect to the determination of any claim, dispute or disagreement, which may arise out of the interpretation, performance or breach of this agreement, and will be subject to enforcement and interpretation solely in the appropriate courts of [specify state].

By signing this agreement, you hereby certify that you (a) have received a copy of this agreement to review and study before signing it; (b) have read this agreement carefully before signing it; (c) have had sufficient opportunity before signing it to ask any questions about it and have received satisfactory answers to all of your questions; (d) have had an opportunity to discuss it with her own legal counsel and to be advised as to its terms and your obligations and rights under it, and (e) understand your rights and obligations under this agreement.

Sample 1

In witness thereof, this agreement has been executed by you and then by company on the dates showed below, but effective as of the date and year first written above.

Sample 2

This agreement shall not take effect until approved by an officer of the company. If this agreement is in accordance with your understanding, kindly so indicate by signing in the space provided below and returning the same to us.