NON-DISCLOSURE OF CONFIDENTIAL INFORMATION
- 1. In this Agreement the term “Confidential Information” includes, but is not limited to:
- (a) the Intellectual Property;
- (b) any secret or know-how of AGELESS LIVING or any information relating to AGELESS LIVING or to any person, firm or other entity with which AGELESS LIVING does business which is not known to persons outside AGELESS LIVING, including the identity of customers of AGELESS LIVING;
- (c) any information, process or idea that is not generally known outside AGELESS LIVING.
- (d) all proprietary and financial information relating to AGELESS LIVING;
- (e) information concerning customer lists and records, pricing and sales policies, techniques, concepts, including pricing information with respect to products and services provided or to be provided by AGELESS LIVING.
- 2. The contract employee acknowledges and agrees that the relationship between him/her and AGELESS LIVING is one of reliance and trust.
- 3. The contract employee acknowledges that he/she may have access to information and knowledge, including Confidential Information, relating to all aspects of AGELESS LIVING’S business, the disclosure of any of which to AGELESS LIVING’s competitors, customers, or the general public may be highly detrimental to the best interests of AGELESS LIVING.
- 4. The contract employee agrees not to disclose at any time, either during or after the termination of the contract, to any person any Confidential Information except as authorized expressly in writing by the President of AGELESS LIVING, unless the Confidential Information has ceased to be confidential.
- 5. The obligation imposed on the contract by this section will not apply to Confidential Information which:
- (a) prior to disclosure is in the public domain or in published literature or subsequent to disclosure to the consultant becomes part of the public domain or is published other than as a result of an unauthorized act or failure to act by the consultant;
- (b) is received by the consultant from a third party without any obligation to hold in confidence and which has not been obtained by that third party directly or indirectly from either party;
- (c) is independently developed by an consultant or officer engaged by the employee while having no knowledge of AGELESS LIVING’S Confidential Information; or
- (d) the contract employee has identified in writing as being released from the obligation of confidentiality.
In the event the contract employee ceases for any reason to be employed by AGELESS LIVING, he/she agrees forthwith upon his/her termination to return to AGELESS LIVING every copy in any medium of any Confidential Information (including all notes, records and documents pertaining thereto) in the possession or under the control of the consultant at that time.