CONFIDENCIAL Sample Clauses

CONFIDENCIAL. 307/1996; (iii) file suit to anticipate the production of evidence, as provided under Articles 381 through 383 of Law 13,105/2015; (iv) enforce any decision taken by the Arbitral Tribunal, including the arbitration award; and (v) seek enforcement of any remedies provided under Law 9,307/1996, including the annulment of the arbitration award, as permitted under Article 33 of Law 9,307/1996. The Parties elect the District Court of the city of São Paulo, State of São Paulo, with the exception of any other, however privileged it may be, as the judicial court competent to handle the measures set forth under this Section V.2(f). Requesting any judicial measure available under the Brazilian Arbitration Law shall not be construed as a waiver of the rights under this arbitration clause or a waiver of arbitration as the sole dispute resolution mechanism. constituído, de acordo com os artigos 22-A e 22-B da Lei nº 9.307/1996; (iii) ajuizar ação para produção antecipada de provas, conforme previsto nos artigos 381 a 383 da Lei nº 13.105/2015; (iv) executar qualquer decisão proferida pelo Tribunal Arbitral, incluindo a sentença arbitral; e (v) buscar a execução de quaisquer medidas previstas na Lei nº 9.307/1996, incluindo a anulação da sentença arbitral, conforme permitido pelo artigo 33 da Lei nº 9.307/1996. As Partes elegem o foro da Comarca da Cidade de São Paulo, Estado de São Paulo, com exclusão de qualquer outro, por mais privilegiado que seja, como juízo competente para tratar das medidas previstas nesta Cláusula V.2
CONFIDENCIAL. Brasil and EFX entered into Merger Agreement to set forth the terms and conditions of a business combination involving BVS and EFX Brasil that, if approved by the shareholders’ meeting of BVS, will result in the merger of all of the BVS shares (not held by EFX Brasil) into EFX Brasil, subject to the fulfillment (or waiver, as the case may be) of certain conditions precedent (“Merger Agreement” and “Transaction”); do Brasil e EFX celebraram um Acordo de Incorporação para estabelecer os termos e condições de uma combinação de negócios envolvendo a BVS e a EFX Brasil que, se aprovada pela assembleia de acionistas da BVS, resultará na incorporação de todas as ações da BVS (não detidas pela EFX Brasil) na EFX Brasil, sujeita ao cumprimento (ou renúncia, conforme o caso) de certas condições precedentes (“Acordo de Incorporação” e “Operação”);
CONFIDENCIAL confidentiality clause shall be settled by the Arbitral Tribunal in a final and binding manner. The parties to the arbitration also recognize that the obligation of confidentiality provided herein also serves the purpose of Article 189, IV, of the Brazilian Civil Procedure Code. confidencialidade será resolvida pelo Tribunal Arbitral de forma final e vinculativa. As partes da arbitragem também reconhecem que a obrigação de confidencialidade aqui prevista também serve ao propósito do artigo 189, IV, do Código de Processo Civil brasileiro.

Related to CONFIDENCIAL

  • Confidentiality & Proprietary Information The Consultant acknowledges that it will be necessary for the Client to disclose certain confidential and proprietary information to the Consultant in order for the Consultant to perform their duties under this Agreement. The Consultant acknowledges that disclosure to a third (3rd) party or misuse of this proprietary or confidential information would irreparably harm the Client. Accordingly, the Consultant will not disclose or use, either during or after the term of this Agreement, any proprietary or confidential information of the Client without the Client's prior written permission except to the extent necessary to perform the Services on the Client's behalf. Proprietary or confidential information includes, but is not limited to: a.) The written, printed, graphic, or electronically recorded materials furnished by Client for Consultant to use; b.) Any written or tangible information stamped "confidential," "proprietary," or with a similar legend, or any information that Client makes reasonable efforts to maintain the secrecy of, business or marketing plans or strategies, customer lists, operating procedures, trade secrets, design formulas, know-how and processes, computer programs and inventories, discoveries and improvements of any kind, sales projections, and pricing information; and c.) Information belonging to customers and suppliers of the Client about whom the Consultant gained knowledge as a result of the Consultant‘s Services to the Client. Upon termination of the Consultant's Services to the Client, or at the Client's request, the Consultant shall deliver all materials to the Client in the Consultant's possession relating to the Client's business. The Consultant acknowledges any breach or threatened breach of confidentiality under this Agreement will result in irreparable harm to the Client for which damages would be an inadequate remedy. Therefore, the Client shall be entitled to equitable relief, including an injunction, in the event of such breach or threatened breach of confidentiality. Such equitable relief shall be in addition to the Client's rights and remedies otherwise available at law. Furthermore, proprietary information, under this Agreement, shall include: a.) The product of all work performed under this Agreement ("Work Product"), including without limitation all notes, reports, documentation, drawings, computer programs, inventions, creations, works, devices, models, works-in-progress and deliverables, will be the sole property of the Client, and Consultant hereby assigns to the Client all right, title, and interest therein, including, but not limited to, all audiovisual, literary, moral rights and other copyrights, patent rights, trade secret rights, and other proprietary rights therein. Consultant retains no right to use the Work Product and agrees not to challenge the validity of the Client's ownership in the Work Product; b.) Consultant hereby assigns to the Client all right, title, and interest in any and all photographic images and videos or audio recordings made by the Client during Consultant's work for them, including, but not limited to, any royalties, proceeds, or other benefits derived from such photographs or recordings; and c.) The Client will be entitled to use the Consultant's name and/or likeness in advertising and other materials.

  • CONFORMITY WITH LAW; CONFIDENTIALITY The Investment Adviser further agrees that it will comply with all applicable rules and regulations of all federal regulatory agencies having jurisdiction over the Investment Adviser in the performance of its duties hereunder. The Investment Adviser will treat confidentially and as proprietary information of the Trust all records and other information relating to the Trust and will not use such records and information for any purpose other than performance of its responsibilities and duties hereunder, except after prior notification to and approval in writing by the Trust, which approval shall not be unreasonably withheld and may not be withheld where the Investment Adviser may be exposed to civil or criminal contempt proceedings for failure to comply, when requested to divulge such information by duly constituted authorities, or when so requested by the Trust. Where the Investment Adviser may be exposed to civil or criminal contempt proceedings for failure to comply with a request for records or other information relating to the Trust, the Investment Adviser may comply with such request prior to obtaining the Trust’s written approval, provided that the Investment Adviser has taken reasonable steps to promptly notify the Trust, in writing, upon receipt of the request.

  • Maintaining Confidential Information Executive reaffirms his obligations under the Confidentiality Agreement. Executive acknowledges and agrees that the payments provided in Section 3 above shall be subject to Executive’s continued compliance with Executive’s obligations under the Confidentiality Agreement.

  • Confidential Information of Others Executive certifies that Executive has not, and will not, disclose or use during Executive’s time as an employee of the Company, any confidential information which Executive acquired as a result of any previous employment or under a contractual obligation of confidentiality or secrecy before Executive became an employee of the Company.

  • Confidential Information Noncompetition and Cooperation The terms of the Employee Non-Competition, Non-Solicitation, Confidentiality and Assignment Agreement (the “Restrictive Covenant Agreement”), between the Company and the Employee, attached hereto as Exhibit A, shall continue to be in full force and effect and are incorporated by reference in this Agreement. The Employee hereby reaffirms the terms of the Restrictive Covenant Agreement as material terms of this Agreement.