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1、Confidentiality and Non-Competitive Acknowledgment of ObligationsThis Acknowledgment of Obligations (the “Agreement”) is made and effective this DATE,BETWEEN: Employee Name (the “Employee”), an individual with his main address at:COMPLETE ADDRESSAND: Company Name (the “Company”), a corporation organ
2、ized and existing under the laws of the STATE, with its head office located at Complete AddressWHEREAS, Company desires to employ Employee and Employee desires to be employed by Company in connection with certain aspects of the development or marketing of certain computer systems or other products f
3、rom Company; and WHEREAS, In connection with such employment, Employee may be given access to, generate, or otherwise come into contact with certain proprietary and/or confidential information of Company or clients of Company; andWHEREAS, Employee and Company desire to prevent the dissemination or m
4、isuse of such information;NOW, THEREFORE, the parties hereto mutually agree as follows:1. EMPLOYMENTCompany hereby employs or continues to employ Employee and Employee hereby accepts employment, upon the terms and conditions contained herein and at a compensation as shall be agreed upon from time to
5、 time by Company and Employee. This Agreement shall commence on the date hereof and shall remain in effect for an indefinite time until terminated by either party by giving the other party notice of termination at least Number days in advance. While employed by Company, Employee shall devote his or
6、her full working time to companys affairs and shall faithfully and diligently serve Companys interests.2. CONFIDENTIALITYEmployee recognizes and acknowledges that the systems which Company owns, plans or develops, whether for its own use or for use by its clients, are confidential and are the proper
7、ty of Company. Employee further recognizes and acknowledges that in order to enable company to perform services for its clients, such clients may furnish to Company confidential information concerning their business affairs, property, methods of operation or other data; that the goodwill afforded to
8、 Company depends upon, among other things, Company and its employees keeping such services and information confidential (collectively, including Company systems and Company client information, the “Confidential Information”)3. NON-DISCLOSUREEmployee agrees that, except as directed by Company, the Em
9、ployee will not at any time, whether during or after his employment with Company, disclose to any person or use any Confidential Information, or permit any person to examine and/or make copies of any documents which contain or are derived from Confidential Information, whether prepared by the Employ
10、ee or otherwise coming into the Employees possession or control without the prior written permission of Company.4. POSSESSIONEmployee agrees that upon request by Company, and in any event upon termination of employment, Employee shall turn over to Company all documents, papers or other material in h
11、is possession or under his control which may contain or be derived from Confidential Information, together with all documents, notes or other work product which is connected with or derived from Employees services to Company whether or not such material is at the date hereof in Employees possession.
12、 Employee agrees that the Employee shall have no proprietary interest in any work product developed or used by Employee and arising out of his employment by Company. Company shall, from time to time as may be requested by Company, do all things which may be necessary to establish or document Company
13、s ownership of any such work product, including, but not limited to execution of appropriate copyright applications or assignments.5. NON-COMPETITIONEmployee agrees and covenants that because of the confidential and sensitive nature of the Confidential Information and because the use of, or even the
14、 appearance of the use of, the Confidential Information in certain circumstances may cause irreparable damage to Company and its reputation, or to clients of Company, Employee shall not, until the expiration of two years after the termination of the employment relationship between Company and Employ
15、ee, engage, directly or indirectly, or through any corporations or associates in any business, enterprise or employment which is directly competitive with Company.6. SAVING PROVISIONCompany and Employee agree and stipulate that the agreements and covenants not to compete contained in the preceding p
16、aragraph are fair and reasonable in light of all of the facts and circumstances of the relationship between Employee and Company; however, Employee and Company are aware that in certain circumstances courts have refused to enforce certain agreements not to compete. Therefore, in furtherance of and not in derogation of the preceding paragraph, that paragraph shall be deemed to be modified to restrict Employees competitio
