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EMPLOYER-EMPLOYEE CONFIDENTIALITY AGREEMENT

THIS EMPLOYER-EMPLOYEE CONFIDENTIALITY AGREEMENT ("Agreement") is made and entered into as of [Date], by and between ACME Corporation ("Employer"), and Employee ("Employee") and Homenick INC.

1. DEFINITIONS

1.1. Confidential Information

For purposes of this Agreement, "Confidential Information" shall mean any non-public information, in any form, relating to the Employer's business, including but not limited to, trade secrets, financial information, customer lists, technology, research, processes, methods, inventions, and intellectual property.

1.2. Proprietary Information

For purposes of this Agreement, "Proprietary Information" shall mean all Confidential Information and any other materials, information, or communications that are owned, licensed, or otherwise controlled by the Employer and are marked or otherwise designated as proprietary.

2. CONFIDENTIALITY AND NON-DISCLOSURE

2.1. Confidentiality Obligations

Employee acknowledges and agrees that during the course of Employee's employment with Employer, Employee may have access to, learn, or become acquainted with the Employer's Confidential Information. Employee agrees to hold all Confidential Information in strict confidence and shall not disclose, share, or otherwise disseminate any Confidential Information, directly or indirectly, to any third party without the prior written consent of the Employer.

2.2. Non-Use of Confidential Information

Employee agrees not to use any Confidential Information for the benefit of any party other than the Employer or as expressly authorized by the Employer. The Employee shall not use Confidential Information in any manner that could cause harm or be detrimental to the Employer's business or reputation.

2.3. Return of Confidential Information

Upon termination or expiration of Employee's employment with the Employer, or at any time upon the Employer's request, the Employee agrees to promptly return to Employer all Confidential Information, including all copies and summaries, in the Employee's possession or control.

3. HANDLING OF PROPRIETARY INFORMATION

3.1. Restriction on Employee's Access

Employee acknowledges that Employee's access to and use of Proprietary Information are subject to Employer's policies and procedures, including any applicable restrictions or limitations imposed by applicable U.S. laws and regulations.

3.2. Safeguarding of Proprietary Information

Employee agrees to take all reasonable precautions to prevent unauthorized disclosure, dissemination, or use of Proprietary Information, including but not limited to, implementing appropriate security measures and procedures to maintain the confidentiality and protect the integrity of the Proprietary Information.

4. POST-EMPLOYMENT RESTRICTIONS

4.1. Non-Competition

For a period of twelve (12) months following the termination of Employee's employment for any reason, Employee agrees not to directly or indirectly engage in any business activity that is competitive with the Employer's business, or becomes competitive during the term of this Agreement, within the United States.

4.2. Non-Solicitation

For a period of twelve (12) months following the termination of Employee's employment for any reason, Employee agrees not to directly or indirectly solicit or attempt to solicit any of the Employer's employees, customers, or clients for the purpose of engaging them in any business activities that are competitive with the business of the Employer.

4.3. Non-Disparagement

During and after the term of Employee's employment, Employee agrees not to make any statements, written or verbal, or cause or encourage others to make such statements, that defame, disparage, or in any way criticize the personal or business reputation, practices, or conduct of the Employer, its employees, directors, or officers.

5. REMEDIES

5.1. Injunctive Relief

Employee acknowledges and agrees that the Employer would suffer irreparable harm if Employee were to breach any of the provisions of this Agreement, and that the Employer would not have an adequate remedy at law in the event of such a breach. In the event of a breach or threatened breach by the Employee of any provisions of this Agreement, the Employer shall be entitled to seek immediate injunctive and other equitable relief, without waiving any other rights or remedies available to it, and without the necessity of posting a bond or proving actual damages.

5.2. Indemnification

Employee agrees to indemnify and hold harmless the Employer from and against any and all claims, damages, losses, liabilities, costs, and expenses, including reasonable attorneys' fees, arising out of or resulting from any breach or alleged breach by Employee of any provisions of this Agreement.

6. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the United States, without giving effect to any choice of law or conflict of law provisions or rules that would cause the application of the laws of any jurisdiction other than the United States.

7. MISCELLANEOUS

7.1. Severability

If any provision of this Agreement is found by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remainder of this Agreement shall remain in full force and effect and be construed in such a manner as to preserve its enforceability to the maximum extent.

7.2. Entire Agreement

This Agreement constitutes the entire understanding and agreement between the parties regarding the subject matter contained herein and supersedes all prior or contemporaneous negotiations, representations, or agreements, whether written or oral, relating to the subject matter contained herein. This Agreement may not be modified or amended except in writing signed by both parties.

7.3. Counterparts

This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

IN WITNESS WHEREOF, the parties have executed this Employer-Employee Confidentiality Agreement as of the date first above written.

EMPLOYER: __________________________________ [Signature] ACME Corporation
EMPLOYEE: __________________________________ [Signature] [Employee Name]