Confidentiality and Other Restrictions. Notwithstanding any rights a Participant may otherwise have under this Agreement or Applicable Laws and Rules (including with respect to any New Compilation or New Data Structure created by such Participant): (i) no Participant shall sell, license, transfer, grant access to or disclose to any Non-Participant any Contributed Data of another Participant (including any Contributed Data that may be integrated into, combined or commingled with, or used in connection with, any New Compilation or New Data Structure), or any New Compilation or New Data Structure incorporating, or derived in whole or in part from, any Contributed Data of another Participant, except, in each case, (a) (1) with the prior written consent of such other Participant(s) or the Data Platform Management Committee or (2) as disclosure is required by Applicable Laws and Rules, provided that if a Participant believes that any such disclosure is required by Applicable Laws and Rules, it will, to the extent consistent with such Participant’s compliance with its obligations pursuant to Applicable Laws and Rules, prior to making such disclosure, provide reasonable advanced notice to the Participant that contributed the applicable Contributed Data and cooperate with such Participant to obtain confidential protection for any such disclosed Contributed Data, including pursuant to a protective order or similar mechanisms to the extent possible, and in any event will disclose no more than the minimum amount of such Contributed Data necessary to comply with the relevant Applicable Laws and Rules, and (b) in compliance with Applicable Laws and Rules, any governing contractual obligations and any third party confidentiality and similar obligations (including use restrictions); and (ii) no Participant shall sell, license, transfer, grant access to, disclose to, or otherwise permit the use of, the Contributed Data of any other Participant (including any Contributed Data that may be integrated into, combined or commingled with, or used in connection with, any New Compilation or New Data Structure), or any New Compilation or New Data Structure incorporating, or derived in whole or in part from, any Contributed Data of another Participant, to or by any Participant who is not entitled to have access to or use of such Contributed Data. For clarity, the restrictions set forth in this Section 7.4 shall not limit or otherwise prohibit a Participant from licensing, selling, transferring or disclosing to a third part...
Confidentiality and Other Restrictions. 10.1 The Employee accepts and agrees that his express and implied duties relating to confidential information and post-termination activities continue after the Date of Termination. In particular, but without limitation, the Employee affirms the duties and restrictions in the Contract of Employment and the obligations of confidentiality contained in it.
Confidentiality and Other Restrictions. 12.1 The Employee accepts and agrees that his express and implied duties relating to confidential information, intellectual property and restrictive covenants continue after the Termination Date. In particular, the Employee affirms the duties and restrictions in clauses 12, 13, 16 and 17 of the Employment Contract. Note: Please send me both the Employment Contracts so that I can review these clauses.
Confidentiality and Other Restrictions. 5.1 Consultant recognizes and acknowledges that during the Term, Consultant will acquire certain proprietary and confidential information relating to the Company and its subsidiaries or other affiliates or relating to acquisition targets (the “Information”). Consultant agrees that during the Term and thereafter, for any reason whatsoever, it shall not, directly or indirectly, except in the proper course of exercising Consultant’s duties hereunder, use for Consultant’s or another third party’s benefit, disclose, furnish, or make available to any person or entity, the Information. For purposes of this Section 5.1, “Information” includes any and all verbal or written materials, documents, information, products, recipes, formulas, processes, technologies, programs, trade secrets, customer lists or other data relating to the business and operations of the Company and/or its subsidiaries or other affiliates or acquisition targets.
Confidentiality and Other Restrictions. As a condition of your employment with the Company, and in consideration of the compensation, stock options, and other benefits provided to you pursuant to this Letter Agreement, you shall execute a mutually acceptable Non-Disclosure Agreement (the “NDA”), upon acceptance of this Letter Agreement which contains Confidentiality provisions, Restrictive Covenants and Intellectual Property protections for the Company.
Confidentiality and Other Restrictions. 8.1 The Contract CFO acknowledges and agrees that any and all information concerning the Company’s business which, at the time of disclosure, is not generally known by the public is confidential and proprietary (“Confidential Information”) and the Contract CFO agrees he will not during the term of this Agreement and for a period of three (3) years following the termination of this Agreement for any reason, duplicate, use or disclose any such Confidential Information, unless such duplication, use or disclosure is specifically authorized by the Board of Directors or Chief Executive Officer of the Company or otherwise specifically contemplated by this Agreement and the performance of the Services. Confidential Information includes, but is not limited to, customer requirements, business procedures, price lists or pricing information, financial data, customer lists, prospective customer lists and business plans of the Company and its subsidiaries. Notwithstanding the foregoing, the Contract CFO acknowledges and agrees that all Confidential Information, including, without limitation, formulae, patterns, compilations, programs, devices, methods, techniques, or processes, from which the Company derives independent economic value (actual or potential) because they are not generally known to or readily ascertainable by proper means by other persons who can obtain economic value from its disclosure or use, and which the Company makes reasonable efforts to maintain secret, shall be deemed a Trade Secret under state and federal law. As such, the Contract CFO agrees he will not during the term of this Agreement and thereafter disclose any Company Trade Secret for his own benefit or the benefit of any third-party without the express written consent from the Company, until such time as that Trade Secret shall have properly become known to the general public. The Contract CFO acknowledges and agrees that certain information he will receive while performing the Services will be considered “material non-public information” under Federal securities laws and regulations and agrees he will not engage in any transactions in the Company’s securities, either during the term of this Agreement or following its termination, while in possession of such material non-public information or otherwise in violation of such securities laws and regulations. The Contract CFO further acknowledges and agrees he will, as an officer of the Company, be subject to the Company’s Ixxxxxx Xxxxxxx Polic...
Confidentiality and Other Restrictions. 11.1 The Employee affirms the provisions of clause 2 of the Confidentiality Agreement dated 24 May 2005 between the Employee and Xxxxx Corporation and confirms that he will not (except as authorised or required by law or as authorised by the Employer) at any time after the Termination Date, whether directly or indirectly, use or make use of and/or disclose any Confidential Information to any person, company or other organisation whatsoever.
Confidentiality and Other Restrictions. The Vendor hereby agrees to assign to or otherwise hold for the Purchaser with effect from the Transfer Time the benefit of any confidentiality or other undertakings or restrictions given to the Vendor by any present or former employees of the Vendor in the Business where such undertakings or restrictions or the benefit thereof are not novated to or otherwise vested in the Purchaser by virtue of the Regulations and accordingly the Vendor hereby agrees pending formal assignment or novation of the same and at the request of the Purchaser to take such steps, actions and proceedings as the Purchaser shall reasonably require to enforce such undertakings and restrictions (or any of them) for the benefit of the Purchaser.
Confidentiality and Other Restrictions. Each JV Entity reserves the right to restrict all or any part of the Applicable Production Records and Applicable Milestone Records to specific personnel employed by Gevo (collectively, “Approved Personnel”) or to Gevo’s engaged third-party accounting or auditing services provider that is reasonably acceptable to the applicable JV Entity (collectively, “Approved Advisors”). Gevo and the JV Entity shall enter into a customary “clean team” agreement on terms reasonably satisfactory to each party, which, among other terms, shall require that any reports or other materials prepared by the Approved Personnel or Approved Advisors that are to be further distributed within Gevo must be sufficiently aggregated, cleaned, redacted or modified so as to remove any information that the applicable JV Entity has deemed to be competitively sensitive. If any such reports or other materials prepared by the Approved Personnel or Approved Advisors confirm the determinations made by the applicable JV Entity with respect to Royalty Compensation or Milestones, as applicable, then the Approved Personnel or Approved Advisors, as applicable, shall only share such conclusion with the other personnel of Gevo. Each of the Parties shall be responsible for its own fees, costs and expenses (including those of its Approved Advisors) in connection with the foregoing.
Confidentiality and Other Restrictions. 9.1 In consideration for the payment of £500.00 which sum will be subject to PAYE deductions:
