Confidential Information and Confidentiality Obligations Sample Clauses

Confidential Information and Confidentiality Obligations. 3.1 In this Agreement, the term “
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Confidential Information and Confidentiality Obligations. Any company entities, employees, partners, business, marketing, technical, operational data, customer information or other materials of any nature obtained by the Parties from the other party (as well as the parent company, subsidiaries, affiliates) in the course of the cooperation, in whatever form or in whatever carrier, It is confidential and classified as confidential information, regardless of whether it is indicated in headers, images or in writing at the time of disclosure. The Parties agree that the existence of this Contract and its terms and all other information that has been or is being communicated in discussions between the parties and the facts and substance of discussions and communications between the parties relating to these matters are equally confidential and confidential information. Both parties are obliged to keep confidential the confidential Information and shall exercise the utmost care and take reasonable measures to prevent and stop any infringement by any other party. The Parties guarantee that the confidential information shall be known only to the person in charge and employees of each party engaged in the project. Before the above personnel of both parties become aware of the confidential Information, they shall remind them of the confidentiality of the confidential information and the obligations to be assumed, and ensure that the above personnel agree to be bound by this clause and ensure that the degree of confidentiality responsibility of the above personnel is not lower than that provided for in this clause. Without the written permission of the other party, it shall not disclose or disclose to other third parties in any way, otherwise it shall pay a penalty of HK $5 million to the other party. If the aforesaid liquidated damages are insufficient to make up for the losses of the defaulted party, the defaulting party shall further compensate for such losses. Chapter V Rescission of contract, liability for breach of contract and compensation
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Confidential Information and Confidentiality Obligations. Confidential Information means all confidential and proprietary information of a Party (Disclosing Party) disclosed to other party (Receiving Party). Parties undertakes to (a) not disclose to Third Parties (b) adopt any necessary measures in order to maintain the strictest confidentiality regarding the content of all information, technical or commercial data, drawings, property rights intellectual or industrial, industrial or commercial secrets, know-how, commercial policies and / or internal procedures of Cutaway Solution which Customer became aware in the execution of the Agreement, more generally, on the subject of any in-formation that is signed or defined as confidential ("Confidential Information"). The aforementioned obligations will not apply to cases in which a) the disclosure of Confidential Information is required by mandatory statutory provisions or mandatory and unappealable measures adopted by public authorities; b) the Confidential Information has become public knowledge for reasons other than the non-fulfilment by the Customer of the confidentiality obligations assumed towards the Cutaway Solution; c) the Confidential Information was legitimately known and known by the Customer even before the signing of the Contract. In order to guarantee the perfect fulfilment of the confidentiality obligation established by this article Customer undertakes to inform the Auxiliaries and/or Third Party of the confidential nature of the Confidential Information and to make them sign specific confidentiality agreements. In any case, it is understood that the Customer will in any case be directly and jointly responsible for any violation of confidentiality obligations by the Auxiliaries and/or Third Party. Without prejudice to legal obligations, the Parties agree that any communication to the public or advertising that includes the citation of the contract can take place only with the prior written agreement between the Parties regarding the methods and content of such advertising or communication to the public. Customer agrees that the confidentiality obligations provided for in this article 10 will remain effective even upon termination, for whatever reason, of this contract. Customer also undertakes, upon termination of this contract, to immediately return or destroy any Confidential Information in its possession, leaving the possibility for Customer to keep a copy even for its own personal archive. If the receiving Party discloses or uses any confidential...
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Confidential Information and Confidentiality Obligations. Each of the Parties hereto hereby promises and agrees that the Parties hereto shall make sure that the affiliated companies, directors, officers, employees, agents and/or representatives of each of the Parties hereto strictly keep any information under this Agreement as well as the information on the business, clients, finances or other matters of the other party (hereinafter referred to as “Confidential Information”) in strict confidentiality. Additionally, without the prior written approval of the other party, the Parties hereto may neither use the Confidential Information for their own interests or the interests of the other party nor disclose the Confidential Information (excluding the exceptions set out below) to a third party.
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Confidential Information and Confidentiality Obligations. Irrespective of whether this Agreement has been terminated, each of the Parties shall maintain in strict confidence the business secrets, proprietary information, customer information, personal information and any other information of a confidential nature of the other Party coming into its knowledge during the entry into and performance of this Agreement (“Confidential Information”). Except where prior written consent has been obtained from the Party disclosing the Confidential Information or where disclosure to a third party is mandated by relevant Laws, including Laws of the place of listing of an Affiliate of a Party, the Party receiving the Confidential Information shall not disclose any Confidential Information to any third party.
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Confidential Information and Confidentiality Obligations. Under these Terms and Conditions, "Confidential Information" means Broker's trade secrets and confidential or proprietary business information, including the following:
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Confidential Information and Confidentiality Obligations 
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Related to Confidential Information and Confidentiality Obligations

  • Proprietary Information and Confidentiality Both before and during the term of Executive’s employment, Executive will have access to and become acquainted with Company confidential and proprietary information (together “Proprietary Information”), including but not limited to information or plans concerning the Company’s products and technologies; customer relationships; personnel; sales, marketing and financial operations and methods; trade secrets; formulae and secret developments and inventions; processes; and other compilations of information, records, and specifications. Executive will not disclose any of the Proprietary Information directly or indirectly, or use it in any way, either during his/her employment pursuant to this Agreement or at any time thereafter, except as reasonably required or specifically requested in the course of his/her employment with the Company or as authorized in writing by the Company. Notwithstanding the foregoing, Proprietary Information does not include information that is otherwise publicly known or available, provided it has not become public as a result of a breach of this Agreement or any other agreement Executive has to keep information confidential. It is not a breach of this Agreement for Executive to disclose Proprietary Information (i) pursuant to an order of a court or other governmental or legal body or (ii) in connection with Protected Activity (as defined below). Executive understands that nothing in this Agreement shall in any way limit or prohibit Executive from engaging in any Protected Activity. For purposes of this Agreement, “Protected Activity” means filing a charge or complaint with, or otherwise communicating or cooperating with or participating in any investigation or proceeding that may be conducted by any federal, state or local government agency or commission, including the Securities and Exchange Commission, the Equal Employment Opportunity Commission, the Occupational Safety and Health Administration, and the National Labor Relations Board (“Government Agencies”). Executive understands that in connection with such Protected Activity, Executive is permitted to disclose documents or other information as permitted by law, and without giving notice to, or receiving authorization from, the Company. Notwithstanding, in making any such disclosures or communications, Executive agrees to take all reasonable precautions to prevent any unauthorized use or disclosure of any information that may constitute Proprietary Information to any parties other than the Government Agencies. Executive further understands that “Protected Activity” does not include the disclosure of any Company attorney-client privileged communications. In addition, Executive hereby acknowledges that the Company has provided Executive with notice in compliance with the Defend Trade Secrets Act of 2016 regarding immunity from liability for limited disclosures of trade secrets. The full text of the notice is attached in Exhibit B.

  • Confidentiality of Proprietary Information Employee agrees, during or after the term of this employment, not to reveal confidential information, or trade secrets to any person, firm, corporation, or entity. Should Employee reveal or threaten to reveal this information, the Company shall be entitled to an injunction restraining the Employee from disclosing same, or from rendering any services to any entity to whom said information has been or is threatened to be disclosed. The right to secure an injunction is not exclusive, and the Company may pursue any other remedies it has against the Employee for a breach or threatened breach of this condition, including the recovery of damages from the Employee.

  • Confidential Information; Non-Disclosure In consideration of your access to certain Confidential Information (as defined below) of the Company, in connection with your business relationship with the Company, you hereby represent and agree as follows:

  • 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:

  • Confidential Information and Non-Disclosure Employee acknowledges and agrees that Employee’s employment by the Company necessarily involves Employee’s knowledge of and access to confidential and proprietary information pertaining to the business of the Company. Accordingly, Employee agrees that at all times during the term of this Agreement and for as long as the information remains confidential after the termination of Employee's employment, Employee will not, directly or indirectly, without the express written authority of the Company, unless directed by applicable legal authority having jurisdiction over Employee, disclose to or use, or knowingly permit to be so disclosed or used, for the benefit of Employee, any person, corporation or other entity other than the Company, (i) any information concerning any financial matters, employees of the Company, customer relationships, competitive status, supplier matters, internal organizational matters, current or future plans, or other business affairs of or relating to the Company, (ii) any management, operational, trade, technical or other secrets or any other proprietary information or other data of the Company, or (iii) any other information related to the Company which has not been published and is not generally known outside of the Company. Employee acknowledges that all of the foregoing constitutes confidential and proprietary information, which is the exclusive property of the Company. Nothing in this Section 16 prohibits Employee from reporting possible violations of federal, state, or local law or regulation to any governmental agency or entity, or from making other disclosures that are protected under the whistleblower provisions of federal, state, or local law or regulation.

  • Non-Disclosure of Confidential Information (a) Executive acknowledges that the Company possesses certain confidential and propriety information that has been or may be revealed to him or learned by Executive during the course of Executive’s employment with the Company and that it would be unfair to use that information or knowledge to compete with or to otherwise disadvantage the Company. Executive shall not, during the Term of Employment or at any time following the Term of Employment, directly or indirectly, disclose or permit to be known (other than as is required in the regular course of his duties (including without limitation disclosures to the Company’s advisors and consultants), as required by law (in which case Executive shall give the Company prior written notice of such required disclosure) or with the prior written consent of the Board of Directors, to any person, firm, corporation, or other entity, any confidential information acquired by him during the course of, or as an incident to, his employment or the rendering of his advisory or consulting services hereunder, relating to the Company or any of its subsidiaries or affiliates, the directors of the Company or its subsidiaries or affiliates, any supplier or customer of the Company or any of their subsidiaries or affiliates, or any corporation, partnership or other entity owned or controlled, directly or indirectly, by any of the foregoing, or in which any of the foregoing has a beneficial interest, including, but not limited to, the business affairs of each of the foregoing. Such confidential information shall include, but shall not be limited to, proprietary technology, trade secrets, patented processes, research and development data, know-how, market studies and forecasts, financial data, competitive analyses, pricing policies, employee lists, personnel policies, the substance of agreements with customers, suppliers and others, marketing or dealership arrangements, servicing and training programs and arrangements, supplier lists, customer lists and any other documents embodying such confidential information. This confidentiality obligation shall not apply to any confidential information, which is or becomes publicly available other than pursuant to a breach of this paragraph 12(a) by Executive.

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