Common use of Proprietary Agreements Clause in Contracts

Proprietary Agreements. Each officer, director, employee and ---------------------- consultant of the Company has executed an agreement regarding confidentiality and proprietary information, the form of which has been approved by special counsel to the Purchasers. The Company is not aware that any of its officers, directors or employees is in violation thereof and will use its best efforts to prevent any such violation. ▇▇▇▇▇ ▇▇▇▇▇▇▇ and ▇▇▇▇ ▇▇▇▇▇▇ and other key technical employees have executed an agreement regarding the assignment of inventions, the form of which has been approved by special counsel to the Purchasers. The Company is not aware that any of its officers, directors or employees is obligated under any contract (including licenses, covenants or commitments of any nature) or other agreement, or subject to any judgment, decree or order of any court or administrative agency, that would interfere with the use of his or her best efforts to promote the interests of the Company or that would conflict with the Company's business as conducted or as proposed to be conducted or that would prevent any such employee from assigning inventions to the Company. Neither the execution nor delivery of this Agreement or the Rights Agreement, nor the carrying on of the Company's business as proposed, will, to the Company's best knowledge, conflict with or result in a breach of the terms, conditions or provisions of, or constitute a default under, any contract, covenant or instrument under which any of such employees is now obligated. The Company does not believe that it is or will be necessary for the Company to utilize any inventions of any of its employees made prior to their employment by the Company.

Appears in 2 contracts

Sources: Preferred Stock Purchase Agreement (Geocities), Preferred Stock Purchase Agreement (Geocities)