Competitively Sensitive Information Clause Samples
The Competitively Sensitive Information clause defines and restricts the handling of information that could impact competition between parties, such as pricing, marketing strategies, or proprietary business plans. In practice, this clause typically prohibits the sharing, use, or disclosure of such information except under specific, agreed-upon circumstances, and may require parties to implement safeguards to prevent unauthorized access. Its core function is to prevent anti-competitive behavior and protect each party’s confidential business interests, thereby reducing the risk of regulatory violations or unfair competitive advantage.
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Competitively Sensitive Information. (a) Notwithstanding anything to the contrary in this Agreement (and subject further, and without prejudice, to Section 8.03), in the event that any written or oral materials that contain SoftBank Competitively Sensitive Information will be shared with or presented to the Board of Directors, the Company shall withhold any such materials such that the SoftBank Competitively Sensitive Information is only shared or discussed with, or presented for review only to, the A-2 Preferred Directors and the Common Director (and decisions relating thereto), and each other Director (and the SoftBank Board Observer) shall recuse himself or herself from the portion(s) of the meeting at which any such matters are shared, presented or discussed; provided, that the Company will (a) only redact that portion of any written materials which constitutes SoftBank Competitively Sensitive Information, provide the redacted document to the recused Directors and permit the recused Directors to participate in such portion of any meeting or discussion that relates solely to the unredacted sections of such materials, and (b) inform each Director that SoftBank Competitively Sensitive Information will be shared with or presented to the Board of Directors at least one (1) Business Day in advance of such materials being shared or presented
(b) Notwithstanding anything to the contrary in this Agreement (and subject further, and without prejudice, to Section 8.03), in the event that any written or oral materials that contain Honda Competitively Sensitive Information will be shared with or presented to the Board of Directors, the Company shall withhold any such materials such that the Honda Competitively Sensitive Information is only shared or discussed with, or presented for review only to, the Directors (and decisions relating thereto) (provided, that, this Section 6.14(b) is without prejudice to Section 6.14(a)), and the Honda Board Observer shall recuse himself or herself from the portion(s) of the meeting at which any such matters are shared, presented or discussed; provided, that the Company will (a) only redact that portion of any written materials which constitutes Honda Competitively Sensitive Information, provide the redacted document to the recused Honda Board Observer and permit the recused Honda Board Observer to participate in such portion of any meeting or discussion that relates solely to the unredacted sections of such materials, and (b) inform each Director and the Honda Board O...
Competitively Sensitive Information. 3.1 The Parties shall under no circumstance share competitively sensitive information, except as specifically set out below in Clause 3.2.
3.2 Competitively sensitive information as defined by each Party independently shall only be shared in accordance with applicable regulation and by way of clean team due diligence procedures to be separately agreed between the Parties.
Competitively Sensitive Information. Competitively-sensitive information" is defined as information that “could provide an unfair competitive advantage to an entity delivering services outside of the energy efficiency and renewable energy services approved by the District of Columbia Department of Energy and Environment for DCSEU implementation”. The intent is to ensure that no information (either customer specific, aggregated customer data or market related data) is provided to any entity such that the entity would have an unfair advantage in providing non-DCSEU energy efficiency and renewable energy services over any other entities in its market. For example providing a particular HVAC contractor with data about the commercial new construction market could give that contractor an advantage over other HVAC contractors. The only information the HVAC contractor should have access to are data related to the specific customer to whom it was providing DCSEU energy efficiency and renewable energy services. Other examples of competitively sensitive market data may include, but is not limited to, customer surveys, aggregated sales data, load research and appliance saturation data.
Competitively Sensitive Information. It is understood and agreed that the Company may, from time to time, on the advice of counsel, determine that disclosure of certain of its competitively sensitive Confidential Information by the New Director to the Approved Legion Professionals may have adverse consequences to its business or under applicable law, in which case such competitively sensitive Confidential Information may, at the Company’s sole discretion, be made available by the New Director to the Approved Legion Professionals only in accordance with additional procedures mutually agreed by the New Director and the Company in writing to permit disclosure of such competitively sensitive Confidential Information in an appropriate manner; provided, however, the foregoing shall not apply to the sharing of competitively sensitive Confidential Information with C▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇; provided, further, that the Investors acknowledge and agree that M▇. ▇▇▇▇▇ shall not be permitted to share any such competitively sensitive Confidential Information with any other person, including any other Approved Legion Professional, other than pursuant to such additional procedures mutually agreed by the Legion Representative and the Company in writing to permit disclosure of such competitively sensitive Confidential Information in an appropriate manner. For purposes of this Section 28(d), “competitively sensitive Confidential Information” shall mean any information concerning or reflecting (i) the Company’s current or future prices, pricing plans, or pricing strategies (including per-product margins, discounts, rebates, and other price terms) of the Company’s products and services or future product plans (including in relation to capacity adjustments), (ii) detailed sales by customer, (iii) detailed purchases by vendor or vendor contract terms, (iv) detailed individual employee compensation and benefits, or (v) material, non-public information on trademarks, patents, and research and development.
Competitively Sensitive Information. Notwithstanding the foregoing, in providing information hereunder, each party hereto will take care, and will ensure that its respective representatives take care, to avoid the overbroad disclosure of competitively sensitive financial, operating or similar data, if any, as to which disclosure would have adverse consequences under applicable laws, including federal and state antitrust laws. Appropriate procedures will be followed by the Partnership and the Partners to limit the disclosure of competitively sensitive data, if any.
Competitively Sensitive Information. Notwithstanding anything to the contrary in this Agreement (and subject further, and without prejudice, to Section 8.03), in the event that any written or oral materials that contain Competitively Sensitive Information will be shared with or presented to the Board of Directors, the Company shall withhold any such materials such that the Competitively Sensitive Information is only shared or discussed with, or presented for review only to, the A-2 Preferred Directors and the Common Director (and decisions relating thereto), and each other Director (and the Board Observer) shall recuse himself or herself from the portion(s) of the meeting at which any such matters are shared, presented or discussed; provided, that the Company will (a) only redact that portion of any written materials which constitutes Competitively Sensitive Information, provide the redacted document to the recused Directors and permit the recused Directors to participate in such portion of any meeting or discussion that relates solely to the unredacted sections of such materials, and (b) inform each Director that Competitively Sensitive Information will be shared with or presented to the Board of Directors at least one (1) Business Day in advance of such materials being shared or presented.
Competitively Sensitive Information. Following any Change of Control of Selecta to a Third Party [***].
Competitively Sensitive Information. Competitively-sensitive information" is defined as information that “could provide an unfair competitive advantage to an entity delivering services outside of the energy efficiency services approved by the District of Columbia Department of the Environment for DCSEU implementation”. The intent is to ensure that no information (either customer specific, aggregated customer data or market related data) is provided to any entity such that the entity would have an unfair advantage in providing non-DCSEU energy efficiency services over any other entities in its market. For example providing a particular HVAC contractor with data about the commercial new construction market could give that contractor an advantage over other HVAC contractors. The only information the HVAC contractor should have access to are data related to the specific customer to whom it was providing DCSEU energy efficiency services. Other examples of competitively sensitive market data may include, but is not limited to, customer surveys, aggregated sales data, load research and appliance saturation data.
Competitively Sensitive Information. The JV Parties recognize that the Joint Venture Company may, from time to time, be in possession of Competitively Sensitive Information belonging to a JV Party, and in no event shall a JV Party be entitled to access any Competitively Sensitive Information of the other JV Party in the possession of the Joint Venture Company. The JV Parties shall use reasonable efforts to cause the Joint Venture Company to maintain procedures reasonably acceptable to both JV Parties (including requiring that the JV Parties use reasonable efforts to label or otherwise identify Competitively Sensitive Information as such) to ensure that the Joint Venture Company will not disclose or provide Competitively Sensitive Information of one JV Party to the other JV Party (other than to a Joint Venture Company employee or to an assigned employee of the other JV Party to the extent required for such employee or assigned employee to perform his or her duties for the Joint Venture Company) or any third party unless such disclosure is specifically requested by the JV Party providing such Competitively Sensitive Information.
Competitively Sensitive Information. Subject to the exception in Section 9.2.11, any information that a disclosing Party claims is competitively sensitive, commercial or financial information under this NUFA shall not be disclosed by the receiving Party to any person not employed or retained by the receiving Party, except to the extent disclosure is (i) required by law; (ii) reasonably deemed by the receiving Party to be required to be disclosed in connection with a dispute between or among the Parties, or the defense of litigation or dispute; (iii) otherwise permitted by consent of the disclosing Party, such consent not to be unreasonably withheld; or (iv) necessary to fulfill its obligations under this NUFA or as the Regional Transmission Organization including disclosing the Confidential Information to a regional or national reliability organization. The Party asserting confidentiality shall notify the receiving Party in writing of the information that Party claims is confidential. Prior to any disclosures of that Party’s Confidential Information under this Section 9.2.12, or if any non-Party or Governmental Authority makes any request or demand for any of the information described in this subparagraph, the Party who received the Confidential Information from the disclosing Party agrees to promptly notify the disclosing Party in writing and agrees to assert confidentiality and cooperate with the disclosing Party in seeking to protect the Confidential Information from public disclosure by confidentiality agreement, protective order or other reasonable measures.