CONFIDENTIALITY AGREEMENT

EMPLOYER as used in this Agreement means Trillium Staffing Solutions, Trillium Construction Services, Trillium Drivers Solutions, Perennial Contractors, LLC, CES Inc., their parent company as well as any successor, assignee, subsidiary, owner, or division of Trillium. Any such entity may enforce this agreement.

BACKGROUND

EMPLOYER is in the business of providing personnel services including but not limited to temporary or contract placement services, outsourcing operations, trial hire and permanent placement to various businesses or entities (collectively referred to as "CUSTOMERS") in need of such services.

The purposes of the Agreement are to assure EMPLOYER that its employees will not disclose Trillium's confidential information, as well as that of its customers, or use it for their own purposes, and to adequately protect EMPLOYER and CUSTOMERS from the disclosure and use of their own confidential information by EMPLOYER'S employees.

In consideration of employment as an EMPLOYEE, I agree as follows:

TERMS AND CONDITIONS OF AGREEMENT

  1. Condition of Employment. I understand that EMPLOYER is requiring me to sign this Agreement as a condition of my employment.
  2. Acknowledgement of Confidential Information. I acknowledge that, if hired by the employer, during my employment with EMPLOYER and/or while providing services to CUSTOMERS, I may acquire or be given access to or I may develop or assist in developing confidential information regarding the services, business and affairs of EMPLOYER or CUSTOMERS. "Confidential Information" as used herein means EMPLOYER'S or CUSTOMERS' confidential, proprietary or trade secret information that may consist of concepts, ideas, designs, formulae, trade secrets, marketing and sales processes or techniques, costs, profits, pricing arrangements, operating procedures, accounting methods, technical data, customer names, supplier names, quotations, and other confidential information not generally known or easily ascertainable by the general public. I understand that use or disclosure of any confidential information by me could cause substantial detriment to EMPLOYER and/or CUSTOMERS. I understand that some or all of the confidential information may be trade secrets. I also understand that actual or threatened misappropriation of trade secrets may be enjoined and subject to civil penalties pursuant to state and federal laws.
  3. Restriction on Confidential Information. I agree that I shall use and disclose confidential information solely for the purposes for which it is provided and will take strict precautions to prevent any unauthorized use or disclosure of Confidential Information. I agree, that if I am hired by Employer, during my employment with EMPLOYER and at all times thereafter I shall not use any Confidential Information for my own benefit or for the benefit of any other person or entity other than the Employer or Customer from which I obtained such Confidential Information. I also agree to return any Confidential Information to EMPLOYER, or CUSTOMERS where applicable, and any memoranda with respect thereto which are in my possession or under my control upon the termination of my employment with EMPLOYER or, where applicable, upon the expiration or termination of my employment with any CUSTOMERS.
  4. Equitable Relief. I agree that in addition to all remedies at law, EMPLOYER shall be entitled to equitable relief, including obtaining an injunction against me to restrain any violation of this Agreement where such violation causes irreparable harm to EMPLOYER, without any requirement to post bond as a condition of such relief and to such other relief as a court of competent jurisdiction may deem proper under the circumstances.
  5. Contractual Remedies Not Exclusive. I acknowledge and agree that the remedies provided for in this Agreement are cumulative and are intended to be in addition to any other remedies available to EMPLOYER and/or CUSTOMER, either at law or in equity.
  6. Assignment of Agreement. I acknowledge and agree that this Agreement is assignable to and enforceable by any successor in interest to EMPLOYER'S or CUSTOMER'S business.
  7. Attorney's Fees and Costs. I agree to pay all reasonable attorney's fees and costs incurred by EMPLOYER and/or CUSTOMER in enforcing my obligations under this Agreement whether or not litigation becomes necessary.
  8. Governing Law. I agree that this Agreement shall be governed by and construed according to the laws of the State of Michigan.
  9. Understanding of Agreement. I acknowledge that I have thoroughly read this Agreement and may contact EMPLOYER to ask questions with respect to any time with respect to any portions of the Agreement that I did not understand. I further acknowledge that I had the opportunity to print and have this Agreement reviewed by an attorney on my behalf if I so desire. I fully understand this Agreement and agree to be bound by it.
  10. No Guarantee of Employment. I acknowledge that this agreement does not provide any right to employment with EMPLOYER or any guarantee by EMPLOYER to employ me.

ACKNOWLEDGEMENTS

I hereby certify that I have not knowingly withheld any information that might adversely affect my eligibility for employment and that the answers given by me are true and correct to the best of my knowledge. I further certify that I have personally completed this application or have knowledge that another person has completed this application for me. I understand that any omission or misstatement on this application, or on any documents used to secure employment, shall be grounds for rejection of this application or for immediate discharge if I am employed, regardless of the time elapsed before discovery.

I understand that if offered employment, the offer may be contingent on my passing a pre-employment alcohol and/or drug screen and/or criminal background check. By completing this application, I voluntarily agree to submit to a pre-employment alcohol/ drug screen and/or criminal background check. I understand that failure to pass the alcohol/drug screen and/or criminal background check will disqualify me for employment consideration.

If I accept temporary assignments from EMPLOYER I agree to contact EMPLOYER at the conclusion of each assignment for reassignment. If I do not, EMPLOYER may assume that I am not available for work. I agree not to discuss or accept temporary or regular employment with any company to whom EMPLOYER has referred me, except by prior arrangement through EMPLOYER. I agree that if I accept an offer of regular employment by any client company during employment with EMPLOYER, I will be considered a voluntary quit, even if the offer is pre-arranged by EMPLOYER.

I understand that nothing contained in the application or conveyed to me during any interview, which may or may not be granted, is intended to create an employment contract, implied or explicit, between me and EMPLOYER. In addition I understand and agree that if I am employed, my employment relationship with EMPLOYER is at-will. I understand that if employed, my employment is for no definite period and may be terminated at any time, with or without prior notice, with or without cause or reason, at the option of either myself or EMPLOYER, and that no promises or representations contrary to this are binding on EMPLOYER or its agents or subsidiaries unless made in writing and signed jointly by the EMPLOYER'S President and myself.

I understand and agree that any future changes in my title, duties, compensation, working conditions, and/or EMPLOYER benefits, policies, and procedures will not alter our at-will agreement.

I understand that if I accept employment from EMPLOYER, it is my responsibility to obtain, read and understand the contents of the appropriate Field Staff Employee Handbook and abide by the policies and rules stated and described in the Handbook.

I understand that EMPLOYER is an equal opportunity employer. To this end, EMPLOYER does not discriminate against employees based upon the following protected classifications: race, color, religion, creed, national origin, age, sex, disability, veteran status, marital status, or any other legally protected status. EMPLOYER will also not tolerate harassment of employees based upon any of the above listed protected classifications. If, during my employment with EMPLOYER, I believe I have been subject to harassment or have observed harassment, I will follow the process outlined in the Field Staff Employee Handbook.

I understand that if offered employment, I will, as a condition of employment, be required to submit upon hire, proof of my identity and legal right to work in the United States. I understand that I am subject to Form I-9 Employment Eligibility verification as well as social security number verification and must provide the proper documents within 72 hours of the start date of my assignment or my assignment may be terminated.

If the position applied for requires driving in the course of work, I understand that I will be required to possess a current and valid driver's license. I also understand that any offer of employment is contingent on my ability to be covered by EMPLOYER's auto insurance, if required for my position.

READ CAREFULLY BEFORE ACCEPTING

I agree that any action, claim or suit against EMPLOYER, its parent company or subsidiaries, employees, agents or affiliated entities arising out of my employment, the termination of my employment, or a failure to employ me, including but not limited to claims arising under State or Federal civil rights statutes, must be brought within 180 days of the event giving rise to the claims or they will forever be barred. I waive any limitation periods to the contrary. By selecting accept, I certify that I have read this complete page, and agree to the terms and conditions outlined in this document.