Confidential Information Disclosure Sample Clauses
Confidential Information Disclosure. The Disclosing Party may deem it necessary, from time to time, to disclose or make available to the Receiving Party Confidential Information. It shall then become the responsibility of the Receiving Party to: (i) limit the disclosure of any Confidential Information belonging to the Disclosing Party to the Receiving Party's directors, officers, employees, agents or representatives (collectively herein referred to as "Representatives") who have a need to know such Confidential Information in connection with the current or contemplated business relationship between the parties to which this Agreement relates, and only for that purpose; (ii) advise its Representatives of the proprietary nature of the Confidential Information and of the obligations set forth herein this Agreement and require such Representatives to keep the Confidential Information confidential; (iii) shall keep all Confidential Information strictly confidential by way of exercising a reasonable degree of care, but not less than the degree of care that the Receiving Party would exercise in safeguarding their own confidential information; and (iv) not disclose any Confidential Information received to any third parties, unless otherwise provided for herein this Agreement. Therefore, each party shall be responsible for any breach of this Agreement by any of their respective Representatives.
Confidential Information Disclosure. The Disclosing Party may deem it necessary, from time to time, to disclose or make available to the Receiving Party Confidential Information. It shall then become the responsibility of the Receiving Party to: (i) limit the disclosure of any Confidential Information belonging to the Disclosing Party to the Receiving Party's directors, officers, employees, agents or representatives (collectively herein referred to as "Representatives") who have a need to know such Confidential Information in connection with the current or contemplated business relationship between the parties to which this Agreement relates, and only for that purpose; (ii) advise its Representatives of the proprietary nature of the Confidential Information and of the obligations set forth herein this Agreement and require such Representatives to keep the Confidential Information confidential;
Confidential Information Disclosure. Any information relating to a Member’s business, operation or finances which are proprietary to, or considered proprietary by, a Member are hereinafter referred to as “Confidential Information”. All Confidential Information in tangible form (plans, writings, drawings, computer software and programs, etc.) or provided to or conveyed orally or visually to a receiving Member, shall be presumed to be Confidential Information at the time of delivery to the receiving Member. All such Confidential Information shall be protected by the receiving Member from disclosure with the same degree of care with which the receiving Member protects its own Confidential Information from disclosure. Each Member agrees: (i) not to disclose such Confidential Information to any Person except to those of its employees or representatives who need to know such Confidential Information in connection with the conduct of the business of the Company and who have agreed to maintain the confidentiality of such Confidential Information and (ii) neither it nor any of its employees or representatives will use the Confidential Information for any purpose other than in connection with the conduct of the business of the Company; provided that such restrictions shall not apply if such Confidential Information:
Confidential Information Disclosure. The content of this Investment Commitment will be considered confidential information (hereinafter,“Confidential information"). Confidential Information of a Party shall not include information that:
A. Come to be considered public domain;
B. Is in the rightful possession of the other Party prior to disclosure and was not obtained by the other Party either directly or indirectly from the disclosing Party; C. Is disclosed to the other party by a third party without restriction on disclosure; D. Is developed independently by the other Party; It must be disclosed by any judicial or governmental requirement or order (and the recipient must promptly notify the disclosing party of said requirement). The parties agree to maintain confidentiality with respect to the content of this Agreement for a period of 2 years from the signing hereof. The Parties agree that they will not use the Confidential Information for any purpose other than the application of this Agreement. Each party agrees to take all reasonable measures to ensure that Confidential Information is not disclosed or distributed by its employees or agents in breach of this Agreement. Without the prior written consent of the other party, neither party may make public announcements or issue any press release or publicity related to this Agreement. Neither party will use the trademarks, trade names, logos or other intellectual property rights of the other party without obtaining its prior written consent.
Confidential Information Disclosure. Subject to the provisions of the Disclosure Agreement and Section 11.3.1 of this Agreement, neither party shall disclose any Confidential Information of the other to any person except an employee or attorney who (i) needs to know the Confidential Information for a proper purpose under this Agreement and (ii) acknowledges in writing that the Confidential Information may not be used or disclosed except in conformance with the requirements of this Agreement.
Confidential Information Disclosure. Where a Party makes any calculation of costs or damages under this Agreement, such Party shall provide, upon the reasonable request of the other Party, documentation supporting such calculation. Neither Party shall disclose or otherwise make available to any other person or third party any information of a technical, commercial or business nature regarding the Projects or this Agreement that has been marked or identified (as of the time of such disclosure or availability) as confidential or proprietary (“Confidential Information”) by the Party making such disclosure (the “Disclosing Party”) without the prior written consent of the Disclosing Party, except that (a) either Party or its Affiliate may provide Confidential Information to such Party’s or such Affiliate’s existing or prospective lenders, underwriters, investors, affiliates, advisors, employees, officers and directors to the extent reasonably required in connection with the administration of this Agreement, the issuance or incurrence of debt or equity or other financing activities of such Party or such Affiliate, or the performance of any duties relating to this Agreement; (b) either Party may provide Confidential Information to any Government Authority in connection with the exercise by such Government Authority of its jurisdiction with respect to such Party; (c) any Party may disclose any such Confidential Information in any litigation or proceeding to enforce or recover damages under this Agreement; (d) any Party (or its Affiliate) may disclose any such Confidential Information as may be required (i) by any applicable Law, regulation or governmental order, or (ii) in connection with any regulatory or governmental proceeding or inquiry, or (iii) in connection with any reporting requirements under agreements (such as MCHC) to which both the District and the Purchaser are parties; and (e) any Party (or its Affiliate) may disclose such Confidential Information to any person or entity succeeding to all or substantially all the assets of such Party (or its Affiliate) or all or a substantial portion of its interest in the Projects; provided, that in the case of (e), any such successor shall agree to be bound by the provisions of this Section 19.01. Confidential Information shall not include information that: (i) the receiving Party can demonstrate was known to it prior to its disclosure by the other Party; (ii) is, or later becomes, public knowledge without breach of this Agreement by the receiving Pa...
Confidential Information Disclosure. The Disclosing Party may deem it necessary, from time to time, to disclose or make available to the Receiving Party Confidential Information. It shall then become the responsibility of the Receiving Party
Confidential Information Disclosure. The content of this Investment Commitment will be considered confidential information (hereinafter, “Confidential Information”K. Confidential Information of a Party shall not include information that:
A. Come to be considered public domain;
B. Is in the rightful possession of the other Party prior to disclosure and was not obtained by the other Party either directly or indirectly from the disclosing Party; C. Is disclosed to the other party by a third party without restriction on disclosure; D. Is developed independently by the other Party;
Confidential Information Disclosure. You may have access to our confidential information. If you have such access, you must sign the IBM Agreement for Exchange of Confidential Information (Z125-4322), unless you have already done so. Agreed to: (IBM Business Partner name) Agreed to: /s/_________________ International Business Machines Corporation By /s/___________________________ By /s/______________________ Authorized signature Authorized signature Name (type or print): Name (type or print): Date: September 3, 1997 Date: September 3, 1997 IBM Business Partner number: IBM Office address: IBM Business Partner address: IBM CORP. 0000 Xxxxxx Xxxx EMS Mailstop 0000 00000 X. Xxxx Xxxxx Xxxxxx, XX 00000 Xxxxxxxxx, XX 00000 ATTN: X. X. Xxxxx After signing, please return a copy of this Profile to the local "IBM Office address" shown above. Market Development Program Agreement General Terms Table of Contents Section Title Page 1. Definitions 2 2. Agreement Structure 2 3. Authorization 2 4. Mutual Responsibilities 2 5. Our Other Responsibilities 3 6. Your Other Responsibilities 3 7. Demonstration Products 3 8. Fund Processing and Reporting 3 9. Tademarks 4 10. No Property Rights 4 11. Limitation of Liability 4 12. Changes to the Agreement Terms 5 13. Ending the Agreement 5 14. Electronic Communications 5 15. Geographic Scope 5 16. Governing Law 5 Market Development Program Agreement General Terms
Confidential Information Disclosure. Notwithstanding Section 21.1, each party hereto may disclose Confidential Information:
(a) to its directors, officers, employees, agents, advisors, consultants and other representatives, and its parent company, subsidiaries and affiliates (if any) and their respective directors, officers, employees, agents, advisors, consultants and other representatives (in this Section 21.2(a), “Representatives” means all of the foregoing, collectively), in each case, who need to know such Confidential Information in connection with the Purpose, provided that such Representatives are bound by confidentially obligations and restrictions on use no less stringent than those provided herein and that each party hereto shall be liable hereunder for breaches of the confidentiality obligations and restrictions on use by any of its Representatives as if such Representatives were parties to this Agreement;