Confidentiality and Intellectual Sample Clauses

Confidentiality and Intellectual. Property Rights 7 8. Working for third parties and non-solicitation 7 9. Liability 8 10. Maintenance 8 11. Suspension 9 12. Term and Termination 9 13. Variation and Extension 9 14. Warranty 10
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Confidentiality and Intellectual. PROPERTY 10.01 All information, including, without limitation, know-how, furnished by or on behalf of one party hereto (the “Disclosing Party”) to the other party hereto (the “Receiving Party”) either in connection with the discussions and negotiations pertaining to, or in the course of performing, this Agreement (the “Confidential Information”) shall be kept confidential by the Receiving Party and the Receiving Party shall not make use of said Confidential Information, except for purposes authorized by this Agreement, nor disclose the same to any person or firm unless previously authorized in writing by the Disclosing Party to do so; provided, however, that the Receiving Party may disclose such Confidential Information to its responsible officers, Affiliates (as defined herein), and employees who require said information for the purposes contemplated by this Agreement, provided that said officers, Affiliates, and employees shall be subject to like obligations of confidentiality. The parties further agree that any disclosure of Confidential Information to the Receiving Party by an Affiliate of the disclosing party will be deemed a disclosure made by the disclosing party under this Agreement. Changes made pursuant to Section 2.05 shall be considered ALCON’s Confidential Information. Receiving Party hereby agrees that any of its responsible officers, Affiliates, and employees to whom Confidential Information is disclosed shall be advised that such information is confidential and shall be instructed not to disclose any of such information to any third party or to any non-authorized employee without first obtaining the prior written consent of the Disclosing Party. Receiving Party agrees to enforce compliance with this Agreement by its responsible officers, Affiliates, and employees. Neither party shall use the name of the other party in any advertising, press release, sales literature, or otherwise with respect to this Agreement or the subject matter hereof, without the prior written consent of the other party. Neither party shall have the right to disclose the existence of this Agreement, or the subject matter thereof, to any third party without the prior written consent of the other party.
Sample 1
Confidentiality and Intellectual. Property Assignment Agreement, dated and effective September 1, 2012, between Antonarakis and Xxxxxxxxx Pharmaceuticals, Inc. (a predecessor to Xxxxxxxxx). Includes all intellectual property, know-how and other assets assigned to Xxxxxxxxx by Antonarakis under such agreement.
Sample 1
Confidentiality and Intellectual. Property Information of commercial, technical, strategic, financial or otherwise sensitive nature, which is not publicly known and is usually considered as valuable and confidential, whether or not it is explicitly indicated as confidential, shall be treated as confidential information by both Parties. Disclosure of such information requires the prior written consent of the other Party. For the avoidance of doubt, this confidentiality clause does not prevent EMS JSC to give information to authorities including but not limited to the tax authorities and the police of Serbia and Europol if applicable. The software that is used to enable the operation of the Registration Database and the Transactions, together with all included tools, know-how and related intellectual property rights, is and shall remain the exclusive property of service providers and licensors. The software code, documentation and in general all related know-how must be considered confidential information, even if not explicitly disclosed as such. The Market Participant shall use the services and the related software only for the purposes of this Contract and shall not copy, reproduce, reverse engineer, decompile nor alter, adapt or modify any part of the software or related documentation.
Sample 1
Confidentiality and Intellectual. Property This Agreement is conditional upon Consultant agreeing to and abiding by the “Confidentiality and Intellectual Property Information Agreement” attached hereto as Schedule “B”. Legal Advice Consultant agrees and represents that it has had sufficient time to consider the terms of this Agreement and receive independent legal advice with respect to same. [Signature Page Follows]
Sample 1
Confidentiality and Intellectual property rights: Some content and materials accessible via the Services may be confidential to your organisation and may it also be protected by the intellectual property rights around the world.
Sample 1

Related to Confidentiality and Intellectual

  • Confidentiality and Intellectual Property Rights (a) The parties acknowledge that the information which the disclosing party submits to the receiving party in connection with this Agreement includes disclosing party's confidential and proprietary information, both of a technical and commercial nature. Receiving party agrees not to disclose such information to third parties without disclosing party's prior written consent. (b) The intellectual property rights, copyrights and other rights connected therewith, in respect of drawings, specifications, documents, data and software made available by the Seller to the Buyer shall be owned solely by the Seller and shall remain its property. Buyer is not allowed to permit any third party to fabricate the Products or any parts thereof. (c) The Buyer is obliged to inform the Seller of any intellectual property rights that may exist with respect to the Equipment if Services are rendered for Equipment not supplied by the Seller. In case of third-party claims that may be asserted on the grounds of the existence of intellectual property rights on the Equipment or Products not delivered by the Seller, the Buyer shall indemnify and hold harmless the Seller against any such claims. (d) With regard to software the Seller grants to the Buyer a non-exclusive and non-transmissible right to use the intellectual property right, in machine-readable, object code form, on one system limited to the operation of the agreed Equipment. The software license shall be unlimited in time and free of charge, if not otherwise agreed. Neither the Buyer nor any third party shall modify, reproduce, translate, reverse engineer, transfer from object code to the source code or decompile the Seller´s software. The license does not entitle the Buyer to use the software for any equipment other than the agreed Equipment, to grant sub-licenses or to copy the software documents without the Seller ´s prior written consent. The Buyer is only entitled to make a single copy for backup purposes to be able to reload the system limited to the one agreed Equipment. If the Buyer exchanges the agreed Equipment, new software has to be purchased and installed. In case of termination of the Agreement the license terminates and all copies of the software and the documentation shall be returned to the Seller promptly after termination.

  • Confidentiality of Vendor Data Vendor understands and agrees that by signing this Agreement, all Vendor Data is hereby released to TIPS, TIPS Members, and TIPS third-party administrators to effectuate Vendor’s TIPS Contract except as provided for herein. The Parties agree that Vendor Data is accessible by all TIPS Members as if submitted directly to that TIPS Member Customer for purchase consideration. If Vendor otherwise considers any portion of Vendor’s Data to be confidential and not subject to public disclosure pursuant to Chapter 552 Texas Gov’t Code (the “Public Information Act”) or other law(s) and orders, Vendor must have identified the claimed confidential materials through proper execution of the Confidentiality Claim Form which is required to be submitted as part of Vendor’s proposal resulting in this Agreement and incorporated by reference. The Confidentiality Claim Form included in Vendor’s proposal and incorporated herein by reference is the sole indicator of whether Vendor considers any Vendor Data confidential in the event TIPS receives a Public Information Request. If TIPS receives a request, any responsive documentation not deemed confidential by you in this manner will be automatically released. For Vendor Data deemed confidential by you in this manner, TIPS will follow procedures of controlling statute(s) regarding any claim of confidentiality and shall not be liable for any release of information required by law, including Attorney General determination and opinion. In the event that TIPS receives a written request for information pursuant to the Public Information Act that affects Vendor’s interest in any information or data furnished to TIPS by Vendor, and TIPS requests an opinion from the Attorney General, Vendor may, at its own option and expense, prepare comments and submit information directly to the Attorney General stating why the requested information is exempt from disclosure pursuant to the requirements of the Public Information Act. Vendor is solely responsible for submitting the memorandum brief and information to the Attorney General

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