3.3 | Non Disclosure | Confidentiality | Trade Secrets

We trust you, we wouldn’t have signed you if we didn’t. As a member of the team, you’re privy to insider CTC information of a confidential, proprietary, or secret nature, which is not generally known to competitors or the public and which is, or may be, either applicable or related to the present or future business of CTC, its research and development, or the business of its customers.  You cannot use or disclose this information outside of CTC. We’ll hold you to it by asking you to sign a non-disclosure agreement (NDA, as it is outlined here and in your offer letter) as a condition of employment. The protection of confidential business information and trade secrets is vital to the interests and success of CTC. We consider confidential, proprietary, trade secret information to include, but be not limited to:

1. Financial information, including sales, pricing, and costs 
2. Marketing strategies and initiatives
3. Pending projects and proposals 
4. Proprietary production processes
5. Inventions and know-how
6. Research, development, and compilations of information
7. Client information
8. Personnel/Payroll records of other entrepreneurs

Don’t be “that” person and share what is meant to be kept behind closed doors.

Entrepreneurs shall not disclose any confidential business information or trade secrets, directly or indirectly, to any person who is not an employee of CTC, or use any confidential business information or trade secrets in any way, either during the term of their employment or at any time thereafter, except for the benefit of CTC and as required in the course of employment with CTC. Entrepreneurs must not remove or otherwise confidential business information or trade secrets from CTC’s premises without express prior written consent of the Managing Partner.

Upon termination of his/her employment with CTC for any reason, Entrepreneur agrees to surrender to CTC all documents and materials in his/her possession or control which contain confidential business information or trade secrets. Entrepreneur expressly agrees that Entrepreneur will not make use of confidential business information or trade secrets to engage in competition with CTC or its clients at any time after the termination of his/her employment with CTC for any reason. Upon termination of his/her employment with CTC for any reason, Entrepreneur shall, if requested by CTC, reaffirm in writing his/her recognition of the importance of maintaining the confidentiality of CTC’s confidential business information and trade secrets, and shall reaffirm all of the obligations set forth herein regarding such information.

Entrepreneurs who improperly use or disclose trade secrets or confidential business information may be subject to disciplinary action, including termination of employment and legal action. 

That being said, nothing in this Handbook or the separate NDA is intended to restrict or impede your right to disclose your wages or to engage in concerted activity regarding your wages, hours, and working conditions with co-workers or union representatives. Additionally, nothing in this Handbook or the separate NDA will be construed to prevent disclosure of confidential information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation or order. Further, you have rights under 18 U.S.C. Section 1833(b) which states in part: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that – (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.”  Nothing in this Handbook or separate NDA is intended by CTC to conflict with or create liability for actions you may take that are  permitted under 18 U.S.C. Section 1833(b).