Common use of Proprietary Material Clause in Contracts

Proprietary Material. 8.4.1 Physicians Care acknowledges that Manager, in providing services under this Agreement, will by necessity divulge and provide to Physicians Care confidential proprietary plans, programs, formula, methods and other products and information (collectively, the "Proprietary Material") relating to the business, services and activities of Manager in managing the business and operations of Physicians Care including Proprietary Material developed in the course of providing services hereunder. Physicians Care agrees that, during the term of this Agreement and thereafter, Physicians Care shall take reasonable steps to maintain the confidentiality of such Proprietary Material and agrees not to disclose such Proprietary Material to anyone other than Manager or other than is reasonably necessary in the furtherance of Physicians Care's business and operations. This provision shall not apply to any information which is now in, or subsequently enters the public domain, provided that Physicians Care has not, in violation of this provision, disclosed or caused to be disclosed such information so as to make it enter the public domain. Proprietary Material shall be and remain the property of Manager. Upon termination of this Agreement all proprietary information shall be destroyed by Physicians Care or returned to Manager whenever Manager so requests in writing.