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Trade Secrets

Definition.

Each Party’s “Trade Secrets” shall mean a Party’s proprietary property, including information, ideas, patterns, compilations, data, lists, documents, memoranda, processes, programs, devices, methods, techniques, formulas or improvements, whether or not patentable, which meets the following criteria: (a) the other Party becomes aware of the property as a consequence of performing its obligations under this Agreement; (b) the property has independent economic value, actual or potential, from not being generally known to the public or to other persons who can obtain economic value from its disclosure or use, and (c) the Party has made reasonable efforts under the circumstances to maintain the secrecy of the property. Each Party acknowledges that the other Party’s’ Trade Secrets are Confidential Information subject to the Confidentiality provisions of this Agreement.

Client’s Trade Secrets.

Client’s Trade Secrets include, by way of illustration but without limitation: (a) Client’s customer and vendor information, including, but not limited to, identity, contacts, decision makers, financial and legal dealings; (b) customer files, records, or images from any Client project (whether on film, paper, digital or other media); and (c) third-party materials entrusted to Client as confidential, such as scripts, story boards, story ideas, identity of actors, and identity of technical resources involved in Client projects or potential projects; (d) Clients’ business plans, business opportunities, business partners, contracts, negotiations, personnel, finances, legal matters, research, development, information systems, product and software concepts.

one2love Agency’s Trade Secrets.

one2love Agency’s Trade Secrets shall include, by way of illustration but without limitation: (a) one2love Agency Tools; (b) one2love Agency’s customer and vendor information, including, but not limited to, identity, contacts, decision makers, financial and legal dealings; (c) one2love Agency’s business plans, business opportunities, business partners, contracts, negotiations, personnel, finances, legal matters, research, development, information systems, product and software concepts.

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