Common use of Confidence Clause in Contracts

Confidence. 15.1 Subject to clauses 15.2 and 15.3 and save as otherwise expressly provided in this Agreement, neither party hereto (the "recipient party") shall during the Life of this Agreement or thereafter disclose to any person or use for any purpose any information obtained from the other (the "disclosing party") in connection with this Agreement including (without limitation) the Know-how but the recipient party may: (a) Disclose any such information to: (i) Sub-Licensees (where the recipient party is the Licensee) appointed in accordance with the Provisions of clause 12; and (ii) Its customers or prospective customers for Licensed Products who require such disclosure where bona fide necessary for an evaluation or instruction in the use thereof and who have first signed a confidentiality agreement in such form as the disclosing party may reasonably require; and (iii) Its responsible officers and employees who require such disclosure where bona fide necessary for the proper performance of their duties and who have first signed a confidentiality agreement in such form as the disclosing party may reasonably require; (b) use such information in the proper exercise of its rights and the performance of its obligations under this Agreement. 15.2 The recipient party shall use its reasonable endeavors to minimize the risk of unauthorized disclosure or use by its employees and officers of information received from the disclosing party and to enforce the confidentiality agreements referred to in clause 15.1(a) in case of need. 15.3 The restrictions on use and disclosure of information under clause 15.1 shall not apply to any information which the recipient party can prove; (a) was already known to its receipt thereof from the disclosing party; (b) was subsequently disclosed to it lawfully by a third party who did not obtain the same (whether directly or indirectly) from the disclosing party; (c) was in the public domain at the time of receipt by the recipient party or has subsequently entered into the public domain other than by reason of the breach of the provisions of this clause 15 or any obligation of confidence owed by the recipient party or by any Sub-Licensee to the disclosing party. 15.4 Nothing in this Agreement shall prevent or restrict the supply by either party (the "first party") (after prior notice to the other) of Licensed Products or information relating to them to any official body or department where so required.

Confidence. 15.1 Subject to clauses 15.2 and 15.3 and save as otherwise expressly provided in this Agreement, neither party hereto (the "recipient party") shall during the Life of this Agreement or thereafter disclose to any person or use for any purpose any information obtained from the other (the "disclosing party") in connection with this Agreement including (without limitation) the Know-how but the recipient party may: (a) Disclose disclose any such information to: (i) Sub-Licensees (where the recipient party is the Licensee) appointed in accordance with the Provisions of clause 12; and (ii) Its customers or prospective customers for Licensed Products who require such disclosure where bona fide necessary for an evaluation or instruction in the use thereof and who have first signed a confidentiality agreement in such form as the disclosing party may reasonably require; and (iii) Its responsible officers and employees who require such disclosure where bona fide necessary for the proper performance of their duties and who have first signed a confidentiality agreement in such form as the disclosing party may reasonably require; (b) use such information in the proper exercise of its rights and the performance of its obligations under this Agreement. 15.2 The recipient party shall use its reasonable endeavors to minimize the risk of unauthorized disclosure or use by its employees and officers of information received from the disclosing party and to enforce the confidentiality agreements referred to in clause 15.1(a) in case of need. 15.3 The restrictions on use and disclosure of information under clause 15.1 shall not apply to any information which the recipient party can prove; (a) was already known to its receipt thereof from the disclosing party; (b) was subsequently disclosed to it lawfully by a third party who did not obtain the same (whether directly or indirectly) from the disclosing party; (c) was in the public domain at the time of receipt by the recipient party or has subsequently entered into the public domain other than by reason of the breach of the provisions of this clause 15 or any obligation of confidence owed by the recipient party or by any Sub-Licensee to the disclosing party. 15.4 Nothing in this Agreement shall prevent or restrict the supply by either party (the "first party") (after prior notice to the other) of Licensed Products or information relating to them to any official body or department where so required.

Confidence. 15.1 Subject to clauses 15.2 and 15.3 and save as otherwise expressly provided in this Agreement, neither party hereto (the "recipient party") shall during the Life of this Agreement or thereafter disclose to any person or use for any purpose any information obtained from the other (the "disclosing party") in connection with this Agreement including (without limitation) the Know-how but the recipient party may: (a) Disclose disclose any such information to: (i) Sub-Licensees (where the recipient party is the Licensee) appointed in accordance with the Provisions of clause 12; and (ii) Its customers or prospective customers for Licensed Products who require such disclosure where bona fide necessary for an evaluation or instruction in the use thereof and who have first signed a confidentiality agreement in such form as the disclosing party may reasonably require; and (iii) Its responsible officers and employees who require such disclosure where bona fide necessary for the proper performance of their duties and who have first signed a confidentiality agreement in such form as the disclosing party may reasonably require; (ba) use such information in the proper exercise of its rights and the performance of its obligations under this Agreement. 15.2 The recipient party shall use its reasonable endeavors to minimize the risk of unauthorized disclosure or use by its employees and officers of information received from the disclosing party and to enforce the confidentiality agreements referred to in clause 15.1(a) in case of need. 15.3 The restrictions on use and disclosure of information under clause 15.1 shall not apply to any information which the recipient party can prove; (a) was already known to its receipt thereof from the disclosing party; (b) was subsequently disclosed to it lawfully by a third party who did not obtain the same (whether directly or indirectly) from the disclosing party; (c) was in the public domain at the time of receipt by the recipient party or has subsequently entered into the public domain other than by reason of the breach of the provisions of this clause 15 or any obligation of confidence owed by the recipient party or by any Sub-Licensee to the disclosing party. 15.4 Nothing in this Agreement shall prevent or restrict the supply by either party (the "first party") (after prior notice to the other) of Licensed Products or information relating to them to any official body or department where so required.