Confidentiality and Intellectual Property Sample Clauses

Confidentiality and Intellectual Property. 6.1 You must not disclose to any other person or entity any confidential information belonging to the Group or any of its divisions, customers, suppliers or collaboration partners (including, without limitation, this Contract, specifications, formulae, manufacturing processes, know-how and any technical or economic information) or use such information for any purpose except for the supply of goods and/or services to us or as expressly authorised in writing by us. You must return to us such information and any copies if requested. 6.2 You must, on request, transfer to us, free of charge and free from encumbrances, any documents, specifications, plans, drawings, samples, information or goods created or prepared for us by you or your employees, subcontractors and consultants, which we may use without any charge. 6.3 Intellectual property rights in any information, documentation, prototypes or tooling provided by us to you shall remain owned by us or our customers or our suppliers and shall only be used for the sole purpose of supplying goods and/or services to us. If any intellectual property rights are created or generated from such information, documentation, prototypes or tooling or in performing the Contract then such rights shall be owned by us.
AutoNDA by SimpleDocs
Confidentiality and Intellectual Property. 10.1 In respect of any Confidential Information it may receive from the other Party (the "Discloser”) and subject always to the remainder of this Clause 10.1, each Party (the "Recipient”) undertakes to keep secret and strictly confidential and shall not disclose any such Confidential Information to any third party, without the Discloser’s prior written consent. 10.2 The Receiving Party shall return to the Disclosing Party any Confidential Information as requested in writing by the Disclosing Party at anytime during or after expiry or termination of this Agreement. 10.3 The provisions of this Clause 10 (Confidentiality and Intellectual Property) shall not apply to any Confidential Information which: 10.3.1 is already in the public domain other than through default of the Receiving Party; 10.3.2 is already in the Receiving Party’s possession with no obligation of confidentiality; 10.3.3 is independently developed by the Receiving Party without reference to the Confidential Information; 10.3.4 is authorised for release by the prior written consent of the Discloser; or 10.3.5 disclosure is required to ensure the compliance of either party with the Freedom of Information Xxx 0000. 10.4 Nothing in this Clause 10 (Confidentiality and Intellectual Property) shall prevent the Recipient from disclosing Confidential Information where it is required to do so by judicial, administrative, governmental or regulatory process in connection with any action, suit, proceedings or claim or otherwise by applicable law. 10.5 Nothing in this Clause 10 (Confidentiality and Intellectual Property) shall prevent the Recipient from disclosing Confidential Information as is reasonably requested by Permitted Third Parties in accordance with the provisions of Clause 16.6 (Information and Monitoring), provided that such Permitted Third Parties undertake to observe like obligations of confidentiality as are herein contained in respect of such Confidential Information. 10.6 Any samples, plans, drawings or information relating to the Services supplied to or specifically produced by one Party for the other, together with the copyright, design rights or any other intellectual property rights in the same, shall be the exclusive property of the Disclosing Party and shall be used solely by the Receiving Party for the purposes of this Agreement. 10.7 The Receiving Party shall indemnify the Disclosing Party and shall keep the Disclosing Party indemnified against Losses and Indirect Losses suffered ...
Confidentiality and Intellectual Property. 8.1 Each Party agrees to keep the details of this Agreement confidential and not to disclose the same to any third party without the prior written consent of the other Party. 8.2 The Company agrees that all Confidential and proprietary information contained in the Global Village Database and communicated to it for the purpose of and in connection with this Agreement (including the Confidential Information of the customers if applicable), will be received in strict confidence and used only for purposes of this Agreement. The Company will use the same means as it uses to protect its own confidential information, but in no event less than reasonable means, to prevent the disclosure and to protect the confidentiality of such information. 8.3 The Company will not, and will ensure that its personnel, agents, contractors and sub- contractors will not, without having first obtained the express prior written approval of Global Village, directly or indirectly, publish or disclose, whether during the Term of this Agreement or at any time afterwards, to any third party, alone or in conjunction with any other party, any information (whether written, oral or electronic), article, press release, drawing, photograph, illustration or any other document relating to this Agreement and/or Global Village. 8.4 Global Village grants the Company a non-exclusive, non-fee paying right to use the Intellectual Property it provides for the purpose of the Marketing, and for the purposes of this Agreement only, for the Term provided the Company is in full consultation with Global Village prior to the use of such Intellectual Propety. 8.5 Each Party will remain the sole and exclusive owner of its Intellectual Property Rights and neither Party has any proprietary or other rights in or to them. However, should the Company create or otherwise bring into existence any Intellectual Property rights while carrying out Marketing or selling the Products pursuant to this Agreement, the Company hereby agrees to assign such rights, title and interest over to Global Village. 8.6 This clause will remain in full force and effect notwithstanding the expiration or termination of this Agreement.
Confidentiality and Intellectual Property. 5.1 The Consultant shall keep confidential all confidential or proprietary (whether so designated by the Company or whether it is by its nature confidential or proprietary) information, data, documentation, designs, drawings, processes and techniques (in any medium or form) relating to the Project or to the business of the Company or its affiliates that comes to the attention of the Consultant in the course of performing the Services or arising out of any research and development work conducted for or on behalf of the Company by the Consultant, or is otherwise acquired or developed by the Consultant during the Term (collectively, “Confidential Information”). The foregoing restriction will not apply to any information which is (i) independently developed by the Consultant prior to or independent of the disclosure, (ii) publicly available, (iii) rightfully received by the Consultant from a third party without a duty of confidentiality, (iv) disclosed under operation of law to the extent only that disclosure is required by law, or (v) disclosed by the Consultant with the Company’s prior written approval. The Consultant shall not use the Confidential Information except in the performance of the Services under this Agreement. If this Agreement is terminated for any reason whatsoever, the Consultant shall deliver forthwith to the Company all documents, records and reports and all other information or data relating to the Services, including all copies thereof, that the Consultant obtained from the Company or otherwise obtained on its own. 5.2 All research, reports, data, drawings, site plans, layouts, schematic drawings, surveys, plans and other documentation, material or information (in any medium or form) produced by or on behalf of the Consultant in the performance of the Services and all intellectual property of any nature or kind whatsoever therein are the sole property of the Company and are not to be used by the Consultant for any purpose other than the performance of its obligations under this Agreement. The Consultant waives all moral rights that it has or may have to the intellectual property and hereby undertakes to obtain waivers of moral rights from each of its employees, independent contractors, officers, directors and any others for whom the Consultant is responsible with respect to the intellectual property. The Consultant shall take all steps reasonably requested by the Company from time to time to perfect or register or evidence the Company's o...
Confidentiality and Intellectual Property. 6.1 You must not disclose to any third party any confidential information belonging to the Group or any of its customers or suppliers or collaboration partners or use such information for any purpose except for the supply of goods and/or services to us under this Contract. You must immediately return to us such information and any copies if requested. 6.2 You must, on request, transfer to us, free of charge and free from encumbrances, any documents, Specifications, plans, samples, information or goods created or prepared for us by you or for you in connection with this Contract, which we may use without any charge. 6.3 Intellectual property rights in any documentation, prototypes or other materials provided by us to you shall remain owned by us or our customers or our suppliers or our collaboration partners and shall only be used by you for the sole purpose of supplying goods and/or services to us. 6.4 If any intellectual property rights are created or generated by you or for you in connection with your performance of the Contract then all such intellectual property rights shall be owned by us. You hereby assign to us all rights, title and interest in such intellectual property rights and you hereby agree to execute all such documents and do all such things to give effect to this clause 6.4. 6.5 You hereby grant to us, and to our subcontractors, our suppliers and our customers in connection with the goods supplied by you or the services being performed by you under this Contract, an irrevocable, non-exclusive, paid-up, royalty-free, worldwide licence under all intellectual property rights owned or controlled by you at any time, but only to the extent that such intellectual property rights would otherwise interfere with our, our subcontractors', our suppliers', or our customers' use or enjoyment of the goods supplied by you or the services performed by you under this Contract. 6.6 You must not use any trade marks of the Group (whether registered or unregistered) unless we have given express written consent.
Confidentiality and Intellectual Property. 6.1 Each party must keep confidential all of the Confidential Information of the other party and must not, without the prior written approval of the other party, disclose or use the other party’s Confidential Information, except as strictly required for the purposes of performing the Agreement. 6.2 Clause 6.1 does not apply to Confidential Information that is: (a) in the public domain, other than as a result of a breach of the Agreement; (b) already known by the recipient at the time of disclosure; or (c) received by the recipient from a source other than the discloser in circumstances where such source is entitled to disclose it. 6.3 Notwithstanding clause 6.1, the recipient of the other party’s Confidential Information (“Recipient”) may disclose that Confidential Information: (a) to the Recipient’s personnel or professional advisors as required to perform the Agreement, provided, however, the person to whom the Confidential Information is disclosed is subject to confidentiality obligations no less restrictive than those contained in the Agreement; or (b) if legally required to be disclosed by the Recipient, provided, however, that the Recipient only discloses the minimum amount of information necessary to comply with the obligation, and notifies the other party as soon as possible after becoming aware that the Recipient is required to disclose the Confidential Information. 6.4 Intellectual Property comprised in the Services and any other equipment or materials used by Interactive to provide the Services are, and remain, owned exclusively by Interactive and / or its third-party service providers. 6.5 Subject to clause 6.6, all right, title and interest in any content and data generated solely by the Customer as a direct result of using the Services is retained by the Customer. 6.6 If any additional third-party software or applications are required to receive the Services, unless otherwise specified in a Statement of Work the Customer is responsible for procuring the rights to such items and for any configuration, interoperability issues, maintenance and storage of the third-party software. 6.7 Unless explicitly stated, nothing in the Agreement is intended to give a party any Intellectual Property rights in, or other rights with respect to, any trademark, copyright, business name, logo, trading style, process, methodology or other Intellectual Property of the other party.
Confidentiality and Intellectual Property. 22.1 You must keep confidential all of Our Confidential Information confidential at all times and must not disclose any Confidential Information to any third party without Our prior approval; 22.2 Our Intellectual Property, including but not limited to Our trade marks (if any), belong to Us. 22.3 You acknowledge that any Service, products, logos and company names mentioned, shown or in any way described on any of Our Equipment may be third parties’ trade marks. 22.4 You must not use any of Our Intellectual Property and third parties’ trade marks which does not belong to You in any way, involving but not limited to: 22.5 In or as the whole or part of Your own trade marks; a. In connection with activities, products or service which are not Our activities, products or services; b. In a manner which may be confusing, misleading or deceptive; c. In a manner that disparages Us or Our information, products or services.
AutoNDA by SimpleDocs
Confidentiality and Intellectual Property. The Contractor hereby acknowledges that it has read and agrees to be bound by the terms and conditions of the Company’s confidentiality and proprietary information agreement attached hereto as Schedule “A” and which forms an integral part of this Agreement. If the Contractor retains any employees or contractors of its own who will perform services hereunder, the Contractor shall ensure that such employees or contractors execute an agreement no less protective of the Company’s intellectual property and confidential information than the attached agreement. The Contractor hereby represents and warrants to the Company that it is not party to any written or oral agreement with any third party that would restrict its ability to enter into this Agreement or the Confidentiality and Proprietary Information Agreement or to perform the Contractor’s obligations hereunder and that the Contractor will not, by providing services to the Company, breach any non-disclosure, proprietary rights, non-competition, non-solicitation or other covenant in favor of any third party. The Contractor hereby agrees that, during the term of this Agreement and for one (1) year following the termination hereof, the Contractor will not (i) recruit, attempt to recruit or directly or indirectly participate in the recruitment of any Company employee or (ii) directly or indirectly solicit, attempt to solicit, canvass or interfere with any customer or supplier of the Company in a manner that conflicts with or interferes in the business of the Company as conducted with such customer or supplier.
Confidentiality and Intellectual Property. All confidential records, material, information and all trade secrets concerning the business or affairs of the Company obtained by the Executive in the course of his employment with the Company shall remain the exclusive property of the Company. During the Executive's employment or at any time thereafter, the Executive shall not divulge the contents of such confidential records, material, information or trade secrets to any person, firm or corporation other than to the Company or the Company’s qualified Executives and following the termination of his employment hereunder the Executive shall not, for any reason, use the contents of such confidential records, material, information or trade secrets for any purpose whatsoever. This Section shall survive the termination of this Agreement. This section shall not apply to any confidential records, material, information or trade secrets which as proven by written documentation:
Confidentiality and Intellectual Property. The Executive is bound by the terms of the Confidential Information & Invention Assignment Agreement signed on or about the date of hire. Any reference to restrictive covenants or post-termination obligations under this Agreement shall include the obligations on Executive under such Confidential Information & Invention Assignment Agreement.
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!