Confidential Information Data Protection Sample Clauses

Confidential Information Data Protection. 12.1 Each party undertakes that it shall not at any time disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party except as permitted by clause 12.2. 12.2 Each party may disclose the other party's confidential information: (a) to its employees, officers, representatives, insurers or advisers who need to know such information for the purposes of exercising the party's rights or carrying out its obligations under or in connection with this agreement. Each party shall ensure that its employees, officers, representatives, insurers or advisers to whom it discloses the other party's confidential information comply with clause ; and (b) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority. (c) to the Lessor’s breakdown provider if the Vehicle suffers a breakdown; 12.3 The Lessor may disclose the Lessee’s confidential information to credit-reference agencies, debt collectors, the police or any other relevant organisation in circumstances where the Lessee is in breach of this agreement and to the British Vehicle Rental and Leasing Association (BVRLA) which can share your confidential information with its members to prevent crime and to protect their assets. 12.4 To maintain and protect the condition and performance of the Vehicle, to detect and prevent crime and to assist the Lessor in the event of accident or breakdown the Vehicle may be fitted with an electronic device to track its location and/or record telematics data. By executing this Agreement, the Lessee gives express authority to the Lessor for it to use such a device to access the location of the Vehicle and/or to obtain telematics information about the Vehicle and its use. The Lessee acknowledges that the Lessor may use the information obtained through any such device to locate the Vehicle at any time during and after the term of this agreement for any reason. 12.5 Neither party shall use the other party's confidential information for any purpose other than to exercise its rights and perform its obligations under or in connection with this agreement.
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Confidential Information Data Protection. 8.1 The Consultant confirms that the Privacy Policy on its website conforms and applies under this Agreement. 8.2 The Client warrants that it has all the necessary consents and authority to allow it to transfer personal data to The Consultant for the purpose of this Agreement and ensure that people processing the data are subject to a duty of confidence, and 8.3 Take appropriate measures to ensure the security of processing, only engage a sub-processor with the prior consent of the data controller and with a written contract in place. 8.4 The Client agreed to hold all information about The Consultant’s proposal(s), fee structures, fees and personnel in the strictest of confidence. 8.5 Nothing within this Agreement relieves The Consultant of its own direct responsibilities and liabilities under this clause.
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Confidential Information Data Protection. 6.1 All Confidential Information relating to a Party and its Affiliates shall be held in confidence by the other Party to the same extent and with at least the same degree of care as such Party protects its own confidential or proprietary information of like kind and importance, but in no event using less than a reasonable degree of care. Neither Party shall use the Confidential Information of the other Party for any purpose other than fulfilling its obligations or receiving Services under this Agreement. Neither Party shall disclose, duplicate, publish, release, transfer or otherwise make available Confidential Information of the other Party in any form to, or for the use or benefit of, any person or entity without the other Party’s written consent. Each Party shall, however, be permitted to disclose relevant aspects of the other Party’s Confidential Information to its Affiliates and their respective officers, directors, agents, permitted subcontractors and employees to the extent that such persons have a need to know such information for the performance of the Services. Except as otherwise set forth in this Agreement, the Parties may make disclosures regarding this Agreement to their current or prospective investors and to the extent required by applicable law, including, without limitation, pursuant to the Company’s reporting obligations under applicable securities laws. The above provisions of confidentiality shall apply until the expiration or termination of this Agreement and for a period of five (5) years after expiration or termination of this Agreement. With respect to trade secrets, the confidentiality obligations of either Party shall survive any expiration or termination of this Agreement for so long as the Confidential Information remains a trade secret under applicable law. Pursuant to the Defend Trade Secrets Act of 2016, Dxxxxxxx acknowledges that Dxxxxxxx will not have criminal or civil liability under any federal or state trade secret law for the disclosure of a trade secret that (i) is made (A) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney and (B) solely for the purpose of reporting or investigating a suspected violation of law; or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal, but only to the extent disclosure of such trade secret is required as part of such complaint or document. In addition, if ...
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Confidential Information Data Protection a. Company now owns and will hereafter develop, compile and own certain proprietary techniques, trade secrets, and confidential information which have great value in its business (collectively, “Confidential Information”). Company will be disclosing to Contractor Confidential Information during Contractor’s performance of the Services. Confidential Information includes not only information disclosed by Company or its contractors or affiliates during Contractor’s performance of the Services, but also information developed or learned by Contractor during Contractor’s performance of the Services. Confidential Information is to be broadly defined and includes all information which has or could have commercial value or other utility in the business in which Company is engaged or contemplates engaging or the unauthorized disclosure of which could be detrimental to the interests of Company, whether or not such information is identified by Company. By way of example and without limitation, Confidential Information includes any and all information concerning discoveries, developments, designs, improvements, inventions, formulas, software programs, processes, techniques, know-how, data, research techniques, employee information, customer and supplier lists, policies, marketing, sales or other financial or business information, scripts, and all derivatives, improvements and enhancements to any of the above. Confidential Information also includes like third-party information which is in Company’s possession under an obligation of confidential treatment. b. Contractor agrees that it will retain all Confidential Information in confidence; not disclose any Confidential Information to any third party without Company’s permission; not use any Confidential Information for any purpose other than performing or in connection with the Services; use Contractor’s best efforts to limit access to Confidential Information to those who have a need to know the information for the business purposes of Company; return all tangible objects and copies thereof containing Confidential Information to Company upon request by Company; and upon termination of the Contractor’s relationship with Company, not duplicate any Confidential Information without prior approval from Company; and honor Contractor’s promises under this Agreement both during and after the Services are completed. c. Contractor’s obligations with respect to any portion of the Confidential Information as set forth above shall n...
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Confidential Information Data Protection. (a) Words and expressions used in this Clause 5.4 and not defined in this Agreement shall have the meaning assigned to them in the Data Protection Legislation relevant to the processing in question. (b) Westpac takes all reasonable steps to protect confidential customer or counterparty information.
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Confidential Information Data Protection. (a) Words and expressions used in this Clause 5.4 and not defined in this Agreement shall have the meaning assigned to them in the Data Protection Legislation relevant to the processing in question. (b) Westpac takes all reasonable steps to protect confidential customer or counterparty information. (c) Westpac may however make use of your confidential information in order to: (i) test liquidity or execute trades with other parties to source liquidity (by using the economic terms of the Transaction, not the counterparty identity); (ii) execute hedging or other risk-mitigation transactions; or (iii) analyse or disseminate aggregated and anonymised information regarding transactions or requests, as part of market commentary, market colour or trade ideas. (d) Westpac may also share confidential or counterparty information: (i) as required or requested by Regulators or governmental agencies, or where we believe there is a public duty to disclose or where we consider our interests require us to do so; (ii) with our Affiliates; (iii) with entities who provide services to us or our Affiliates or who act as agents for us or our Affiliates, or to whom we transfer or propose to transfer any of our rights or duties under this Agreement; (iv) to credit reference agencies or other organisations that help us and others make credit decisions and reduce the incidence of fraud or in the course of carrying out identity, fraud prevention or credit control checks; or (v) at your request or with your consent. (e) We will not be obliged to disclose to you or take into consideration any fact, matter or finding which might involve a breach of duty or confidence to any other person, or which comes to the notice of any of our directors, officers, employees or agents but does not come to the actual notice of the individual or individuals dealing with you. (f) With respect to the transfer of personal data from you to Westpac in connection with the provision of our services: (i) you acknowledge and agree that you are a data controller with respect to your processing of that personal data; and (ii) Westpac acknowledges and agrees that it is a data controller with respect to our processing of that personal data. Notwithstanding the above, the parties do not jointly determine the purposes and means of processing, and as such should not be considered to be joint controllers. (g) Any personal data which you provide under this Agreement is supplied for the purpose of facilitating the perform...
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Confidential Information Data Protection. The parties agree that “Confidential Information” means any information disclosed by the disclosing party to the receiving party, either directly or indirectly, in writing, orally or by inspection of tangible objects (including without limitation documents, trade secrets, prototypes, samples, equipment, customer lists or other customer information not known to the general public), which is designated as “Confidential”, “Proprietary” or some similar designation, or is the type of information which should be reasonably be recognized as Confidential or Proprietary. For purposes of clarity, the terms of this Agreement, any Addendum, and any Solutions Order(s) are Confidential Information. Confidential Information shall not, however, include any information which (i) is already publicly known and generally available in the public domain at the time of disclosure by the disclosing party, (ii) becomes publicly known and generally available after disclosure by the disclosing party to the receiving party through no act or omission of the receiving party,(iii) is already in the possession of the receiving party at the time of disclosure by the disclosing party, as evidenced by the receiving party’s contemporaneous written records, (iv) is obtained by the receiving party from a third party without a breach of such third party's obligations of confidentiality, or (v) is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information. All Confidential Information disclosed by either party to the other pursuant to this Agreement is and will be disclosed to it in confidence solely for its use in its performance hereunder. Each party will safeguard and keep confidential all Confidential Information of the other and will return the other's Confidential Information upon request, except to the extent further retention of such Confidential Information is necessary for a party to perform any post-termination obligations or exercise any post-termination rights under this Agreement. Each party agrees to safeguard the other's Confidential Information using measures that are equal to the standard of performance used by the receiving Party to safeguard its own Confidential Information of comparable value, but in no event less than reasonable care. Each party agrees to keep such information secret and confidential indefinitely or until such time the disclosing party makes the Confidential Information publicly known, and n...
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Confidential Information Data Protection 
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Related to Confidential Information Data Protection

  • Protection of Confidential Information The Servicer shall keep confidential and shall not divulge to any party, without the Seller’s prior written consent, any nonpublic information pertaining to the Mortgage Loans or any borrower thereunder, except to the extent that it is appropriate for the Servicer to do so in working with legal counsel, auditors, taxing authorities or other governmental agencies or it is otherwise in accordance with Accepted Servicing Practices.

  • Confidential Information (a) The Executive recognizes that the services to be performed by the Executive hereunder are special, unique, and extraordinary and that, by reason of such employment with the Company, the Executive may acquire Confidential Information concerning the operation of the Company, the use or disclosure of which would cause the Company substantial loss and damages which could not be readily calculated and for which no remedy at law would be adequate. Accordingly, the Executive agrees that the Executive will not (directly or indirectly) at any time, whether during or after the Executive’s employment hereunder, (i) knowingly use for an improper personal benefit any Confidential Information that the Executive may learn or has learned by reason of the Executive’s employment with the Company or (ii) disclose any such Confidential Information to any Person except (A) in the performance of the Executive’s obligations to the Company hereunder, (B) as required by applicable law, (C) in connection with the enforcement of the Executive’s rights under this Agreement, (D) in connection with any disagreement, dispute or litigation (pending or threatened) between the Executive and the Company or (E) with the prior written consent of the Board of Directors. As used herein, “Confidential Information” includes information with respect to the operation and performance of the Company, its investments, portfolio companies, products, services, facilities, product methods, research and development, trade secrets and other intellectual property, systems, patents and patent applications, procedures, manuals, confidential reports, product price lists, customer lists, financial information, business plans, prospects or opportunities (including, as applicable, all of the foregoing information regarding the Company’s past, current and prospective portfolio companies); provided, however, that such term, shall not include any information that (x) is or becomes generally known or available other than as a result of a disclosure by the Executive or (y) is or becomes known or available to the Executive on a nonconfidential basis from a source (other than the Company) that, to the Executive’s knowledge, is not prohibited from disclosing such information to the Executive by a legal, contractual, fiduciary or other obligation to the Company. (b) The Executive confirms that all Confidential Information is the exclusive property of the Company. All business records, papers and documents kept or made by the Executive while employed by the Company relating to the business of the Company shall be and remain the property of the Company at all times. Upon the request of the Company at any time, the Executive shall promptly deliver to the Company, and shall retain no copies of, any written materials, records and documents made by the Executive or coming into the Executive’s possession while employed by the Company concerning the business or affairs of the Company other than personal materials, records and documents (including notes and correspondence) of the Executive not containing proprietary information relating to such business or affairs. Notwithstanding the foregoing, the Executive shall be permitted to retain copies of, or have access to, all such materials, records and documents relating to any disagreement, dispute or litigation (pending or threatened) between the Executive and the Company.

  • Prime Confidential Information The following shall constitute Confidential Information of the Contractor and should not be disclosed to third (3rd) parties: the deliverables, discoveries, ideas, concepts, software [in various stages of development], designs, drawings, specifications, techniques, models, data, source code, source files, object code, documentation, diagrams, flow charts, research, development, processes, procedures, “know-how”, marketing techniques and materials, marketing and development plans, customer names and other information related to customers, price lists, pricing policies and financial information, this Agreement and the existence of this Agreement, the relationship between the Contractor and Subcontractor, and any details of the Service under this Agreement. Subcontractor agrees not to use or reference the Contractor and/or their names, likenesses, or logos (“Identity”). Subcontractor will not use or reference Contractor or their Identity, directly or indirectly, in conjunction with any other third (3rd) parties.

  • Confidential Information and Inventions (a) The Executive recognizes and acknowledges that in the course of his duties he is likely to receive confidential or proprietary information owned by the Company, its affiliates or third parties with whom the Company or any such affiliates has an obligation of confidentiality. Accordingly, during and after the Term, the Executive agrees to keep confidential and not disclose or make accessible to any other person or use for any other purpose other than in connection with the fulfillment of his duties under this Agreement, any Confidential and Proprietary Information (as defined below) owned by, or received by or on behalf of, the Company or any of its affiliates. “Confidential and Proprietary Information” shall include, but shall not be limited to, business plans (both current and under development), client lists, promotion and marketing programs, trade secrets, or any other confidential or proprietary business information relating to business operations of the Company The Executive expressly acknowledges the trade secret status of the Confidential and Proprietary Information and that the Confidential and Proprietary Information constitutes a protectable business interest of the Company. The Executive agrees: (i) not to use any such Confidential and Proprietary Information for himself or others; and (ii) not to take any Company material or reproductions (including but not limited to writings, correspondence, notes, drafts, records, invoices, technical and business policies, computer programs or disks) thereof from the Company’s offices at any time during his employment by the Company, except as required in the execution of the Executive’s duties to the Company. The Executive agrees to return immediately all Company material and reproductions (including but not limited, to writings, correspondence, notes, drafts, records, invoices, technical and business policies, computer programs or disks) thereof in his possession to the Company upon request and in any event immediately upon termination of employment. (b) Except with prior written authorization by the Company, the Executive agrees not to disclose or publish any of the Confidential and Proprietary Information, or business information of any other party to whom the Company or any of its affiliates owes an obligation of confidence, at any time during or after his employment with the Company.

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