5Confidentiality Sample Clauses
The Confidentiality clause establishes the obligation of parties to keep certain information private and not disclose it to unauthorized third parties. Typically, this clause applies to sensitive business information, trade secrets, or proprietary data shared during the course of a business relationship, and may specify exceptions such as disclosures required by law or information already in the public domain. Its core practical function is to protect valuable or sensitive information from being misused or exposed, thereby preserving competitive advantage and trust between the parties.
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5Confidentiality. 1Each of the Parties shall hold in confidence all documents and other information, whether technical or commercial, relating to the Project or the design, financing, construction, ownership, operation or maintenance of the Complex that is of a confidential nature and that is supplied to it by or on behalf of the other Party. The Party receiving such documents or information shall not publish or otherwise disclose them or use them for its own purposes (otherwise than as may be required by it, its professional advisers, or potential or actual lenders or investors to perform its obligations under this Agreement).
5Confidentiality. All negotiations conducted pursuant to this Article 22 are confidential and shall be treated as compromise and settlement negotiations to which California Evidence Code Section 1152 applies. The mediation shall be confidential and shall be subject to the provisions of California Evidence Code Sections 703.5 and 1115 through 1128.
5Confidentiality. 25.5. 1Except to the extent set out in this Clause 25.5 or where disclosure is expressly permitted elsewhere in this Contract, each Party shall:
25.5.1. 1treat the other Party's Confidential Information as confidential and safeguard it accordingly; and
25.5.1. 2not disclose the other Party's Confidential Information to any other person without the owner's prior written consent.
5Confidentiality. (a) Agent and each Lender agrees by its acceptance thereof that any non-public information concerning Holdings and its Subsidiaries which is furnished by Holdings, Borrower or any Affiliate thereof pursuant to this Agreement or any of the other Loan Documents (collectively “Confidential Information”) will be kept confidential by such Agent or Lender and used only in connection with the transactions contemplated by the Loan Documents; provided that nothing herein prevents Agent or Lender and their respective Affiliates from disclosing any such information (i) pursuant to the order of any court or administrative agency or in any pending legal, judicial or administrative proceeding, or otherwise as required by applicable law or compulsory legal process based on the advice of counsel (in which case Agent and Lender agrees, to the extent practicable and not prohibited by applicable law, to inform Borrower promptly thereof prior to disclosure), (ii) upon the request or demand of any regulatory authority having jurisdiction over Agent or Lender or any of their respective Affiliates, (iii) to potential or prospective Lenders or participants, provided such potential or prospective Lenders or participants are bound by confidentiality obligations with respect to the information, (iv) to the Affiliates of Agent or Lenders, and directors, managers, officers, employees and agents, including accountants, legal counsel and other advisors of the foregoing (it being understood that the persons to whom such disclosure is made will be informed of the confidential nature of such information and instructed to keep such information confidential and Agent and Lender are in any event responsible for any disclosure by any such person not permitted by this Agreement), (v) in connection with the exercise of any remedies hereunder or under any suit, action or proceeding relating to this Agreement or the enforcement of rights hereunder, (vi) to any investor or prospective investor in Agent or Lender, provided such investor is bound by confidentiality obligations with respect to the information, or (vii) to a commercial bank or other institutional lender providing credit or financial accommodations to Agent, Lender or any of their respective Affiliates, provided such institutional lender is bound by confidentiality obligations with respect to the information. In addition, the Agent and the Lenders may disclose the existence of this Agreement and publicly available information about this...
5Confidentiality. The terms and conditions of this Agreement, other than the existence and duration, shall be kept confidential by the parties hereto and shall not be disclosed by either party to any third party except as may be required by any court order or governmental agency, and except to a party's accountants, auditors, and legal counsel. Neither party shall furnish to any third party, firm nor corporation any information as to the methods employed in the business of the other party hereto.
5Confidentiality. (a) INVESTOR hereby agrees that, without the prior written consent of PARKERVISION, INVESTOR will not disclose, and will direct INVESTOR's representatives (including, without limitation, INVESTOR's outside counsel) not to disclose, to any person either the fact that this Agreement has been made, or any of the parties, terms, conditions or other facts with respect to this Agreement, or any of the information provided by PARKERVISION or any Attorney to INVESTOR pursuant to this Agreement (collectively, the “Confidential Information”).
(b) INVESTOR further agrees that none of the Confidential Information shall be disclosed to any person or entity; provided, however, that any of such information may be 15 disclosed by INVESTOR and / or PARKERVISION (A) to INVESTOR's representatives so long as such representatives are informed of the nature of this Agreement and agree to abide by the terms of the same; (B) to the extent INVESTOR and / or PARKERVISION is legally required to do so, to government agencies, regulatory bodies or representatives thereof, courts, arbitral tribunals or pursuant to legal process, provided that (I) the non-disclosing Party is provided prior notice as soon as reasonably practical upon disclosing Party's learning of any request and opportunity to contest such request, (II) PARKERVISION or INVESTORS, as the case may be, is provided an opportunity to seek a protective order or other remedy with respect to the disclosure, including without limitation, to ensure that such Confidential Information as is required to be disclosed is afforded confidential treatment, (III) the disclosing Party shall use commercially reasonable efforts to cooperate with the non-disclosing Party in obtaining a protective order or other remedy with respect to such disclosure, and (IV) in the event a protective order or other remedy is not obtained, INVESTOR or PARKERVISION, as the case may be, shall use commercially reasonably efforts to assure the non-disclosing Party that the disclosing Party or its representatives will only furnish that portion of the Confidential Information that is legally required to be disclosed, or (C) if the non-disclosing Party consents in writing to such disclosure before any such disclosure has taken place.
(c) Notwithstanding anything in this Agreement to the contrary, including the provisions of Sections 10.5(a) and 10.5(b), the Parties agree that PARKERVISION may make such filings and disclosures of Confidential Information as it determ...
5Confidentiality. All proceedings and decisions of the court(s) shall be deemed Confidential Information of each of the Parties and shall be subject to Section 11 hereof.
5Confidentiality. The Parties agree to keep information disclosed by the other Party confidential. This explicitly applies to formulas and know-how to manufacture the Products. The following shall not be considered confidential information and shall, therefore, not fall under the confidentiality obligations stipulated herein: information which the receiving Party has in its legitimate possession at the time of disclosure by the other Party; information which is lawfully received by a Party after the date of disclosure by the other Party from a third party source, provided that such third party source is not known by the receiving Party to be bound by a confidentiality agreement with, or to have a duty of secrecy or a fiduciary obligation to the other, disclosing Party; information which, at the time of disclosure by the other Party is or, at any time thereafter, becomes (but only by means other than by means involving a breach of the secrecy obligations stipulated herein) a matter of public knowledge. Notwithstanding the foregoing, each Party may disclose confidential information on a need-to-know basis and, PROVIDED THAT the respective Party takes reasonable measures and precautions, contractual or otherwise, that the confidentiality obligations contained herein are complied with and to prevent unauthorized disclosure and/or use of confidential information within its own organization; to its auditors and/or legal advisors; if required to do so by law or governmental act.
5Confidentiality. The Parties undertake to keep confidential all awards in their arbitration, together with all materials in the proceedings created for the purpose of the arbitration and all other documents produced by another Party in the proceedings not otherwise in the public domain, save and to the extent that disclosure may be required of a Party by legal duty, to protect or pursue a legal right or to enforce or challenge an award in legal proceedings before a court or other judicial authority.
5Confidentiality. (a) Purchaser acknowledges and agrees for the benefit of the Seller Entities that, without limitation to any other rights or obligations under the Confidentiality Agreement, all Confidential Information disclosed in connection with Purchaser’s due diligence investigation of the Business, the Purchased Assets and the evaluation of the Transactions, including pursuant to Section 7.3, shall be treated as and remain confidential in accordance with 42