CONFIDENTIALITY AND LIMITATIONS Sample Clauses

CONFIDENTIALITY AND LIMITATIONS. 7.01 Licensee agrees that any Confidential Information disclosed by Licensor or an Affiliate directly or indirectly to Licensee during the period from the date of Licensee's execution of the Confidentiality Agreement through the term of this Agreement, will be kept confidential by Licensee for a period of fifteen (15) years after the date of each disclosure, but not to exceed five (5) years after the termination of this Agreement or fifteen (15) years from the Effective Date, whichever last occurs, with the same standard of care Licensee uses to protect its own similar confidential information and, except as otherwise provided in this Agreement, will not be disclosed to others or copied or duplicated (except for internal use), and will be used by Licensee solely as it relates to this Agreement, and for no other purpose, including Licensee's research, development or commercial activities related to the Conversion Process for its own account. To the extent reasonably necessary to carry out the purposes of this Agreement, Licensee may disclose any of the foregoing information to an Affiliate, provided that the Affiliate has agreed in writing to be bound by this Agreement.
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CONFIDENTIALITY AND LIMITATIONS. 9.01 Licensee agrees that any Confidential Information disclosed by Syntroleum or an Affiliate directly or indirectly to Licensee during the term of this Agreement will be kept confidential by Licensee until five (5) years after the termination of this Agreement or fifteen (15) years from the Effective Date, whichever last occurs, with the same standard of care Licensee uses to protect its own similar confidential information and, except as otherwise provided in this Agreement, will not be disclosed to others or copied or duplicated (except for internal use) and will be used by Licensee solely for purposes covered by the scope of each license granted pursuant to this Agreement. Licensee may disclose such Confidential Information to third parties, except competitors of Syntroleum as a technology provider (including, but not limited to those entities listed on Exhibit E which Exhibit may be amended from time to time by the mutual agreement of the Parties, such agreement not to be unreasonably withheld) , who have executed a confidentiality agreement with Syntroleum with confidentiality terms no less restrictive than those set forth in this Section 9.01. To the extent reasonably necessary to carry out the purposes of this Agreement, Licensee may disclose any of the foregoing information to an Affiliate, provided that the Affiliate has agreed in writing to be bound by confidentiality terms no less restrictive than those set forth in this Section 9.01.
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CONFIDENTIALITY AND LIMITATIONS. 7.01 Licensee agrees that any Confidential Information disclosed by Licensor or an Affiliate (including Syntroleum) directly or indirectly to Licensee during the period from the date of Licensee's execution of this Agreement through the term of this Agreement, will be kept confidential by Licensee for a period of fifteen (15) years after the date of each disclosure, but not to exceed five (5) years after the termination of this Agreement or fifteen (15) years from the Effective Date, whichever last occurs, with the same standard of care Licensee uses to protect its own similar confidential information and, except as otherwise provided in this Agreement, will not be disclosed to others or copied or duplicated (except for internal use), and will be used by Licensee solely as it relates to this Agreement. Licensee may disclose such Confidential Information to third parties who have executed a secrecy agreement with Licensor or Syntroleum with confidentiality terms no less restrictive than those set forth in this Section 7.01. ------------- 7.02 Licensor agrees that any Confidential Information disclosed by Licensee directly or indirectly to Licensor during the term of this Agreement will be kept confidential by Licensor for a period of fifteen (15) years after the date of each disclosure, but not to exceed five (5) years after the termination of this Agreement or fifteen (15) years from the Effective Date, whichever last occurs, with the same standard of care Licensor uses to protect its own similar confidential information, and except as otherwise provided in this Agreement will not be disclosed to others or copied or duplicated, and will be used by Licensor solely in the development, marketing and licensing of a Conversion Process, and for no other purpose. Licensor may disclose such Confidential Information to third parties who have executed a secrecy agreement with confidentiality terms similar to the confidentiality provisions of this Agreement. To the extent reasonably necessary to carry out the purposes of this Agreement, Licensor may disclose any of the foregoing information to an Affiliate, provided that the Affiliate has agreed in writing to be bound by the relevant provisions of this Agreement. 7.03 A Party shall not be subject to the restrictions set forth in Sections -------- 7.01 and 7.02 as to the disclosure, duplication or use of disclosed Confidential ---- ---- Information, which the receiving Party can prove by competent evidence (a) was alr...
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CONFIDENTIALITY AND LIMITATIONS. ON USE Licensee agrees to receive and hold in confidence and not disclose in any manner to third parties any Product or any other materials delivered to it or information disclosed to it by NEON under any License. Licensee shall use any Product and any such materials and information and all information, courseware, reference materials and other products, if any, resulting from the user thereof or created therefrom ("Other Products") only internally within its own company in the pursuit of its own internal business interests. Licensee shall not sell, lease, license or to otherwise transfer with or without consideration, any such Product or such materials or information or such other Products to any third party or permit any third party to reproduce or copy or otherwise use or see any such product or such materials or information or such other products in any form, and shall use its best efforts to ensure that no improper or unauthorized use of any such other Product is made. Licensee will not modify, create derivative works, translate, reverse engineer or decompile the Product, in whole or in part, nor create or attempt to create, by reverse engineering or disassembling of the design, algorithms or other proprietary trade secrets or otherwise, the source code version of the Product.
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CONFIDENTIALITY AND LIMITATIONS. Licensee and any assignee or sublicensee of Licensee and all of their shareholders, officers, partners, employees, consultants and agents shall take reasonable precautions, including those in accordance with procedures they follow with respect to their own confidential information, including the use of such secrecy agreements as they deem necessary, to maintain in confidence for a period of ten (10) years from the Effective Date of this License Agreement or the date of disclosure, whichever is longer, the Xxxxxx Technology and Confidential Data provided by Licensor. However, the confidential obligations imposed herein shall not apply to any information which:
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CONFIDENTIALITY AND LIMITATIONS. The law protects privacy between a client and a psychologist. In most situations, information can only be released to others if you sign a written authorization form that meets certain legal requirements. It is important to inform you of the few situations in which we are either permitted to or mandated to disclose information without your consent or authorization. Confidentiality and limitations applies to all business associates and psychological trainees associated with this practice.
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CONFIDENTIALITY AND LIMITATIONS. With the exception of certain specific exceptions described below, you have the absolute right to the confidentiality of your therapy. Your therapist and this agency will always act so as to protect your privacy even if you do release in writing that your therapist may share information about you. You may direct your therapist to share information with whomever you choose, and you can change your mind and revoke that permission at any time. If you elect to communicate with your therapist or the office staff by email or text message, we are willing to respond briefly by return email or text, but please be aware that email and other electronic media are not completely confidential. We do not use an encrypting program on email or text messages at this time. Email or text messages should be limited to administrative and scheduling needs only. The following are legal exceptions to your right to confidentiality. Your therapist would inform you of any time when s/he thinks that s/he will have to put these into effect.
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CONFIDENTIALITY AND LIMITATIONS. 7.1 Each party undertakes to maintain, respect and protect fully the confidentiality of the information received under this Memorandum of Understanding and not to release it to anyone other than the individual to whom it relates, unless such release is clearly authorized herein or specifically required by law.
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Related to CONFIDENTIALITY AND LIMITATIONS

  • Confidentiality and Privacy The Training Provider must not, without the prior written approval of the Department, disclose (or permit the disclosure of) information regarding this VET Funding Contract (including details of the Funds being provided by the Department in respect of any individual) or any Confidential Information of the Department or the State, except: to the extent required under this VET Funding Contract; to the extent required by Law; to its solicitors, barristers and/or other professional advisors in order to obtain advice in relation to its rights under this VET Funding Contract, the Training Services or the Funds and provided such advisors are under a duty of confidentiality; to the extent necessary for the registration or recording of documents where required; and/or to the extent required in connection with legal proceedings, and then only to the extent strictly necessary for that purpose. The Training Provider acknowledges and agrees that: the Department may disclose or otherwise make available (whether to the public generally or to any particular person or group of persons) any and all information relating to the Training Provider and this VET Funding Contract (including Confidential Information of the Training Provider), including: course and qualification details; government subsidised fee information; details of the Funds paid; the contents of any surveys in which the Training Provider participates pursuant to Clause 4.5(j)(ii) or any employer surveys; any information that the Training Provider is required to publish on its website or otherwise make publicly available under this VET Funding Contract; details of any non-compliance by the Training Provider with this VET Funding Contract; any action taken by the Department under this VET Funding Contract; and findings and outcomes of any audits or reviews undertaken pursuant to this VET Funding Contract, as it considers reasonably appropriate to facilitate the proper operation of the Skills First Program, including as contemplated by Clause 12.3 of Schedule 1; the Department may disclose information referred to in paragraph (a), and any information regarding any suspected non-compliance by the Training Provider with this VET Funding Contract, for the purpose of satisfying its obligations under: the Freedom of Information Act 1982 (Vic); the Ombudsman Act 1973 (Vic); or the Audit Act 1994 (Vic); or the requirements of Parliamentary accountability or a Minister's obligations to fulfil their duties of office; and the Department may disclose information referred to in paragraph (a) or paragraph (b) to the counterparty to any Other VET Funding Arrangement, any regulator who has responsibility for issuing or monitoring compliance with the applicable registration referred to in Clause 4.1(a), or other government entity in any jurisdiction that has an interest in the regulation and funding of the VET sector. The Training Provider must take all steps and make all efforts to assist the Department in complying with any of the obligations referred to in Clause 13.2(b). The Training Provider acknowledges that it will be bound by the Information Privacy Principles and any applicable Code of Practice with respect to any act done or practice engaged in by the Training Provider under or in connection with this VET Funding Contract in the same way and to the same extent as the Department would have been bound had it been directly done or engaged in by the Department. The Training Provider must include a standard privacy notice in all enrolment forms, in accordance with the Victorian VET Student Statistical Collection Guidelines, which advises Eligible Individuals how their data may be supplied to and used by the Department and Commonwealth VET Student Loan agencies. The Training Provider must, in collecting any Personal Information for the purposes of this VET Funding Contract, ensure that it has obtained all necessary consents for: the Training Provider to collect, use, hold and disclose that Personal Information, including by disclosing it to the Department as contemplated by this VET Funding Contract (including by way of the submission of reports under Clause 12 of Schedule 1, for the purposes of complying with Record disclosure obligations under Clause 10 and in the course of any audit, review or investigation under Clause 11); and the Department to collect, use, hold and disclose that Personal Information for the purposes of this VET Funding Contract and its operation and management of the Skills First Program, in accordance with all applicable Laws, including the PDP Act, the Health Records Act and (if applicable to the Training Provider) the Privacy Act 1988 (Cth). The Training Provider must cooperate with, and provide any assistance requested by, the Department in relation to: resolving any complaint made to the Department alleging a breach of the PDP Act or the Health Records Act in relation to any Personal Information collected, used, held or disclosed by the Department that was provided to it by the Training Provider in connection with this VET Funding Contract; and providing access to or amendment of any record of Personal Information collected, used, held or disclosed in connection with this VET Funding Contract following a request from an individual made to the Department.

  • Confidentiality and Nondisclosure (a) Employee understands and agrees that he will be given Confidential Information (as defined below) and Training (as defined below) during his employment with Employer relating to the business of Employer and/or its Affiliates (as defined below). Employee hereby expressly agrees to maintain in strictest confidence and not to use in any way (including without limitation in any future business relationship of Employee), publish, disclose or authorize anyone else to use, publish or disclose in any way, any Confidential Information relating in any manner to the business or affairs of Employer and/or its Affiliates. Employee agrees further not to remove or retain any figures, calculations, letters, documents, lists, papers, or copies thereof, which embody Confidential Information of Employer and/or its Affiliates, and to return, prior to Employee's termination of employment, any such information in Employee's possession. If Employee discovers, or comes into possession of, any such information after his termination he shall promptly return it to Employer. Employee acknowledges that the provisions of this paragraph are consistent with Employer's Code of Conduct with which Employee, as an employee of Employer, is bound.

  • Confidentiality and Publicity 9.1 Supplier will keep the existence, nature and the content of the Agreement, Accenture Data (as defined in Section 14.1), and any other information of Accenture, confidential and not disclose it to any other person. Supplier will ensure that its personnel, contractors and agents (collectively, “Personnel”) are aware of, and have committed to, confidentiality and legal obligations with respect to such information. Supplier will not make any reference to the Agreement, its terms, business information, or use Accenture’s name, logo or trademark in any public announcements, promotions or any other communication without Accenture’s prior written consent.

  • CONFIDENTIALITY AND ANNOUNCEMENTS 13.1 Each of the parties undertakes to the others that it will not, at any time after the date of this Agreement, divulge or communicate to any person other than to its professional advisers, or when required by law or any rule of any relevant stock exchange body or regulatory authorities, or to its respective officers or employees whose province is to know the same any confidential information concerning the business, accounts, finance or contractual arrangements or other dealings, transactions or affairs of any of the others which may be within or may come to its knowledge and it shall use its best endeavours to prevent the publication or disclosure of any such confidential information concerning such matters.

  • Confidentiality and Non-Use The recipient of a disclosing Party’s Confidential Information shall maintain such Confidential Information in confidence, and shall disclose such Confidential Information only to its employees, agents, consultants, Affiliates, licensors, sublicensees, attorneys, accountants, investors, potential acquirors and advisors who have a reasonable need to know such Confidential Information and who are bound by obligations of confidentiality and non-use no less restrictive than those set forth herein and for whom each Party shall be responsible for any breach of this Section 6. The recipient of the disclosing Party’s Confidential Information shall use such Confidential Information solely to exercise its rights and perform its obligations under this Agreement (including, without limitation, the right to use and disclose such Confidential Information in regulatory applications and filings), unless otherwise mutually agreed in writing. The recipient of the other Party’s Confidential Information shall take the same degree of care that it uses to protect its own confidential and proprietary information of a similar nature and importance (but in any event no less than reasonable care).

  • Confidentiality and Non-Competitions To the Company’s knowledge, no director, officer, key employee or consultant of the Company is subject to any confidentiality, non-disclosure, non-competition agreement or non-solicitation agreement with any employer or prior employer that could reasonably be expected to materially affect his ability to be and act in his respective capacity of the Company or be expected to result in a Material Adverse Change.

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