Common use of Confidentiality and Non-Disclosure Obligations Clause in Contracts

Confidentiality and Non-Disclosure Obligations. 12.1 Subject to applicable law, Licensee acknowledges that the Product and Software are sensitive technologies whose Confidential Information requires the highest duty of care. Licensee, Licensee’s employees or agents who require access in order to perform hereunder, and all final users of the Product (collectively, “Receiving Party”) shall not disclose, use, sell, transmit, inform or make available to any entity, person or body any of the Confidential Information, as defined below, nor shall it copy, photograph, or otherwise reproduce any Confidential Information, except as a necessary part of performing its obligations hereunder, and shall take all such actions as are reasonably necessary and appropriate to preserve and protect the Confidential Information and Magnet Forensics’ rights therein, at all times exercising the highest duty of care. Further, the Receiving Party shall not attempt to use any Confidential Information to discover, reverse compile, reverse assemble or reverse engineer the Product, including by removal, disassembly or alteration of any of the Product’s components, whether internal or external. Receiving Party agrees to restrict access to Magnet Forensics’ Confidential Information to those Authorized Users who require access in order to utilize the Product as permitted hereunder and who are obligated to protect any disclosed Confidential Information under terms no less protective than those contained in this Section. Except as otherwise provided, the Receiving Party shall not make Confidential Information available to any other person or entity without the prior written consent of Magnet Forensics. Notwithstanding any other provision of this Agreement, the obligations of the parties as to Confidential Information shall remain binding in perpetuity until such information no longer qualifies as Confidential Information or until Magnet Forensics sends the Receiving Party written notice releasing the Receiving Party from its obligations under this Agreement hereto, whichever occurs first. 12.2 For the purposes of this Agreement, “Confidential Information” means any proprietary, trade secret, financial, technical and non-technical information related to Magnet Forensics’ business and current, future and proposed products and services and any derivatives therefrom containing, including, referring to, or otherwise reflecting and/or generated from such Confidential Information. Confidential Information includes, without limitation, (i) information concerning the methods of use, internal components, features, functions and solutions of Magnet Forensics’ software or product offerings (including the Product and the Software), information found on the Magnet Forensics support website, and (ii) any copies, photographs, or other reproductions of the foregoing, whether or not marked as “confidential” or “proprietary.”

Confidentiality and Non-Disclosure Obligations. 12.1 Subject to applicable law, Licensee acknowledges that the Product and Software are sensitive technologies whose Confidential Information requires the highest duty of care. Licensee, Licensee’s employees or agents who require access in order to perform hereunder, and all final users of the Product (collectively, “Receiving Party”) shall not disclose, use, sell, transmit, inform or make available to any entity, person or body any of the Confidential Information, as defined below, nor shall it copy, photograph, or otherwise reproduce any Confidential Information, except as a necessary part of performing its obligations hereunder, and shall take all such actions as are reasonably necessary and appropriate to preserve and protect the Confidential Information and Magnet Forensics’ Xxxxxxxxx’s rights therein, at all times exercising the highest duty of care. Further, the Receiving Party shall not attempt to use any Confidential Information to discover, reverse compile, reverse assemble or reverse engineer the Product, including by removal, disassembly or alteration of any of the Product’s components, whether internal or external. Receiving Party agrees to restrict access to Magnet Forensics’ Xxxxxxxxx’s Confidential Information to those Authorized Users who require access in order to utilize the Product as permitted hereunder and who are obligated to protect any disclosed Confidential Information under terms no less protective than those contained in this Section. Except perform hereunder, and, except as otherwise provided, the Receiving Party shall not make Confidential Information available to any other person or entity without the prior written consent of Magnet Forensics. Notwithstanding any other provision of this Agreement, the obligations of the parties as to Confidential Information shall remain binding in perpetuity until such information no longer qualifies as Confidential Information or until Magnet Forensics sends the Receiving Party written notice releasing the Receiving Party from its obligations under this Agreement hereto, whichever occurs firstGrayshift. 12.2 11.1. For the purposes of this Agreement, “Confidential Information” means any proprietary, trade secret, financial, technical and non-technical information related to Magnet Forensics’ Grayshift’s business and current, future and proposed products and services and any derivatives therefrom containing, including, referring to, or otherwise reflecting and/or generated from such Confidential Information. Confidential Information includes, without limitation, (i) information concerning the methods of use, internal components, features, functions and solutions of Magnet Forensics’ software or product offerings (including the Product and the Software), information found on the Magnet Forensics support website, and (ii) any copies, photographs, or other reproductions of the foregoing, whether or not marked as “confidential” or “proprietary.”,

Confidentiality and Non-Disclosure Obligations. 12.1 Subject Practice and UW acknowledge and agree that Practice shall deliver the Confidential Data to applicable law, Licensee acknowledges that UW subject to the Product following conditions: (a) UW shall have access to and Software are sensitive technologies whose Confidential Information requires the highest duty of care. Licensee, Licensee’s employees or agents who require access in order to perform hereunder, and all final users of the Product (collectively, “Receiving Party”) shall not disclose, use, sell, transmit, inform or make available to any entity, person or body any use of the Confidential InformationData solely in connection with the asthma care improvement evaluation study, as defined below, nor shall it copy, photograph, or otherwise reproduce any Confidential Information, except as a necessary part of performing its obligations hereundernecessary, and for no other purpose. (b) UW shall keep the Confidential Data in strict confidence and shall limit access to the Confidential Data to only those persons who shall be engaged in using the Confidential Data for the purpose of conducting the data analysis for the asthma care improvement evaluation study, are informed of the confidential nature of the Confidential Data, agree to be bound by the terms of this Agreement, and agree not to use or further disclose the Confidential Data other than as permitted by this Agreement or as otherwise required by law. UW shall take all such actions as are reasonably steps necessary and appropriate to preserve and protect ensure that no unauthorized persons or entities shall have access to the Confidential Information and Magnet Forensics’ rights therein, at all times exercising the highest duty of care. Further, the Receiving Party Data from or through UW. (c) UW shall not attempt to use at any time disclose, transfer, publish, provide or disseminate the Confidential Information to discover, reverse compile, reverse assemble or reverse engineer the Product, including by removal, disassembly or alteration of any of the Product’s components, whether internal or external. Receiving Party agrees to restrict access to Magnet Forensics’ Confidential Information to those Authorized Users who require access in order to utilize the Product as permitted hereunder and who are obligated to protect any disclosed Confidential Information under terms no less protective than those contained in this Section. Except as otherwise provided, the Receiving Party shall not make Confidential Information available Data to any other person or entity without the prior written consent of Magnet Forensics. Notwithstanding any other provision of this Agreemententity, the obligations and shall not examine, utilize, reproduce, or make copies of the parties Confidential Data other than for the limited purpose set forth above, or utilize for its own benefit or for the benefit of any third party such Confidential Data except for the limited purpose set forth above. Further, to the extent that UW discloses or disseminates any Confidential Data as to part of the study, UW shall ensure that such disclosure is made in a manner so that the Confidential Information shall remain binding in perpetuity until such information no longer qualifies Data cannot be associated with or be identified as Confidential Information or until Magnet Forensics sends the Receiving Party written notice releasing the Receiving Party from its obligations under this Agreement hereto, whichever occurs firsthaving been furnished by Practice. 12.2 For the purposes (d) The results of this AgreementUW’s data analysis, “Confidential Information” means as reproduced or published in any proprietaryreport, trade secretanalysis, financialinterpretation, technical and non-technical information related to Magnet Forensics’ business and current, future and proposed products and services and any derivatives therefrom containing, including, referring to, or otherwise reflecting and/or generated from such Confidential Information. Confidential Information includes, without limitation, (i) information concerning the methods of use, internal components, features, functions and solutions of Magnet Forensics’ software or product offerings (including the Product and the Software), information found on the Magnet Forensics support website, and (ii) any copies, photographs, manuscript or other reproductions oral or written material derived from the data analysis which is prepared, produced, published or disseminated by UW shall not identify any Patient or reveal any Patient-identifiable health care information that would indicate directly or indirectly to any third party that any particular Patient is receiving or has received any health care services from a Practice provider and shall be presented in aggregate or statistical form only. Neither UW nor any of the foregoing, whether its employees will knowingly or not marked as “confidential” or “proprietaryintentionally contact any Patient in connection with this research study.”