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c.  Employee  will  not  reproduce  the  Confidential  Information  nor  use  this  information
                       commercially  or  for  any  purpose  other  than  the  performance  of  his/her  duties  for
                       Company.

                   d.  Employee  will,  upon  the  request  or  upon  termination  of  his/her  relationship  with
                       Company,  deliver  to  Company  any  drawings,  notes,  documents,  equipment,  and
                       materials  received  from  Company  or  originating  from  its  activities  for  Company,  and
                       shall not keep any copies thereof.

                   e.  Employee  represents  and  warrants  that  he  or  she  is  not  under  any  preexisting
                       obligations inconsistent with the provisions of this Agreement.

               3.  COMPANY RIGHTS.

                   a.  Company  shall  have  the  sole  right  to  determine  the  treatment  of  any  Confidential
                       Information that is received from Employee, including the right to keep the same as a
                       trade secret, use and disclose the same with or without prior patent applications, to file
                       copyright registrations in its own name or to follow any other procedure as  Company
                       may deem appropriate.

                   b.  Company reserves the right to take disciplinary action, up to and including termination
                       for violations of this agreement.

               4.  MISCELLANEOUS.

                   a.  Governing Law, Jurisdiction, and Venue.    This Agreement shall be deemed made and
                       accepted  in,  and  governed  by,  the  laws  of  the  State  of  Missouri.    The  state  court
                       situated  in  Jackson  County  Missouri  and  the  federal  court  situated  in  Kansas  City,
                       Missouri shall have jurisdiction and venue to hear all disputes arising out of, or related
                       to, this Agreement.

                   b.  Severability.  If any of the provisions in this Agreement shall for any reason be declared
                       or  held  invalid,  illegal,  or  unenforceable  in  any  respect,  such  invalidity,  illegality,  or
                       unenforceability shall not affect any other provision thereof, and this Agreement shall
                       be  construed  as  if  such  invalid,  illegal,  or  unenforceable  provision  had  never  been
                       contained herein.

                   c.  Effective Date.      The  Effective  Date  of  this  Agreement  shall  be  as  first  described
                       above,  and  any  rights  or  obligations  imposed  hereunder  shall  be  retroactive  to  such
                       Effective Date.

                   d.  Termination;  Effect.  This  Agreement  shall  survive  termination  of  employment.
                       Employee’s obligations under Section 2 shall remain in effect with respect to any item of
                       information until  such time  that  such  item  of  information  becomes publicly  available
                       through no fault of Employee.
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