Confidentiality and Restrictions Sample Clauses

Confidentiality and Restrictions. With respect to the information disclosed pursuant to Section 7.4(a), Section 7.4(b) and Section 7.4(c), the Parties shall comply with, and shall cause their respective Representatives to comply with, all of their respective obligations under the NDA or any similar agreement entered into between the Company and any Person to whom the Company, any Company Subsidiary or any Company Representative provides information pursuant to this Section 7.4. The NDA shall continue in full force and effect in accordance with its terms until the earlier of the Acceptance Time or the expiration of the NDA according to its terms.
AutoNDA by SimpleDocs
Confidentiality and Restrictions. (a) Executive hereby recognizes that the value of the Confidential Information, as defined below, of the Company and the Confidential Information to be disclosed to Executive by the Company and its affiliates in the course of Executive’s employment with the Company is attributable substantially to the fact that such Confidential Information has been and continues to be maintained by the Company, its affiliates, and their respective licensors, suppliers, contractors, customers, and prospects in the strictest confidentiality and secrecy and is unavailable to others without the expenditure of substantial time, effort or money. Executive, therefore, covenants and agrees to keep strictly secret and confidential the Confidential Information in accordance with the following provisions of this Section 7(a). Executive covenants and agrees that, during the term of this Employment Agreement, and at all times thereafter, Executive shall safeguard the Confidential Information, and Executive shall not, directly or indirectly, use or disclose any such Confidential Information except as required in the course of Executive’s employment with the Company. In implementation of the foregoing, Executive shall not disclose any of the Confidential Information to any employee or consultant except to the extent that such disclosure is necessary for the effective performance of such employee’s or consultant’s responsibilities to the Company. The obligations undertaken by Executive pursuant to this Section 7(a) shall not apply to any Confidential Information which hereafter shall become published or otherwise generally available to the public, except in consequence of a willful act or omission by Executive in contravention of the obligations hereinabove set forth in this Section 7(a), and such obligations shall, as so limited, survive expiration or termination of this Employment Agreement. As used in this Section 7, “Confidential Information” means all information not in the public domain relating to the business of the Company, its affiliates, and their respective customers, prospects, licensors, suppliers and contractors, and the designs, products and programs developed and/or commercialized by any of the foregoing, including, without limitation, information relating to inventions, ideas, designs, discoveries, know-how, methods, research, engineering, data, databases, operations, techniques, software, software codes, customer lists, prospect lists and other trade secrets.
Confidentiality and Restrictions. All information disclosed or provided by the Company, any Company Subsidiary or any Company Representative to any member of the Parent Group or any Parent Representative pursuant to, or in accordance with, this Agreement shall be kept confidential in accordance with that certain confidentiality letter agreement, dated as of March 9, 2010, between the Company and Parent (as such agreement may be amended from time to time, the “Confidentiality Agreement”). The Confidentiality Agreement shall continue in full force and effect in accordance with its terms until the earlier of (i) the Effective Time or (ii) the expiration of the Confidentiality Agreement according to its terms and shall survive any termination of this Agreement.
Confidentiality and Restrictions. 14 In consideration for the payments due to you under this Agreement, you agree to enter into the confidentiality obligations and restrictions in Schedule 1 to protect the legitimate interests of the Company and any other Group Company.
Confidentiality and Restrictions. With respect to the information disclosed pursuant to Section 7.4(a), the Parties shall comply with, and shall cause their respective Representatives to comply with, all of their respective obligations under the Confidentiality Agreement or any similar agreement entered into between the Company and any Person to whom the Company, any Company Subsidiary or any Company Representative provides information pursuant to this Section 7.4. The Confidentiality Agreement shall continue in full force and effect in accordance with its terms until the earlier of the Acceptance Time or the expiration of the Confidentiality Agreement according to its terms.
Confidentiality and Restrictions. With respect to the information disclosed pursuant to Section 6.3.1, the Parties shall comply with, and shall cause their respective Representatives to comply with, all of their respective obligations under the Non-Disclosure and Standstill Agreement, dated as of March 13, 2007, between the Company and Blackstone Management Partners V, LLC (as such agreement may be amended from time to time, the “NDA”) or any similar agreement entered into between the Company and any Person to whom the Company, any Company Subsidiary or any Company Representative provides information pursuant to this Section 6.3, it being understood and agreed by the Parties that, notwithstanding Section 6.3.1, (i) the Company, the Company Subsidiaries and the Company Representatives shall have no obligation to furnish, or provide any access to, any information to any Person not a party to, or otherwise covered by, the NDA or any similar agreement with respect to such information, (ii) Section 6.3.1 shall not require the Company to take or allow actions that would unreasonably interfere with the Company’s or any Company Subsidiary’s operation of its business and (iii) the Company shall not be required to provide access to or furnish any information if to do so would contravene any agreement to which the Company or any Company Subsidiary is part, or violate any applicable Law, or where such access to information may involve the waiver of a disclosure of privilege so long as the Company has taken all reasonable steps to permit inspection of or to disclose such information on a basis that does not violate such agreement, violate such Law or compromise the Company’s or any Company Subsidiary’s privilege with respect thereto. For purposes of the NDA, the Company shall be deemed to have consented to the inclusion of all existing or prospective financial advisors, partner sponsors and other sources of debt and equity financing in the term “Representative.”
Confidentiality and Restrictions. 10.1 Executive’s obligations of confidence
AutoNDA by SimpleDocs
Confidentiality and Restrictions. 12.1 In consideration for the payments and other benefits due to you under this Contract, you agree to enter into the restrictions in Schedule 1 to protect the legitimate interests of the Company and any other Group Company.
Confidentiality and Restrictions. 12.1 The Executive shall not (except in the proper course of his duties) during the period of employment under this agreement or subsequently, without the prior consent in writing of the Board, divulge to any person or otherwise make use of Confidential Information and shall, during the period of this agreement, use his best endeavours to prevent the publication or disclosure of any Confidential Information.
Confidentiality and Restrictions. With respect to the information disclosed pursuant to Section 6.3(a), the Parties shall comply with, and shall cause their respective Representatives to comply with, all of their respective obligations under the NDAs or any similar confidentiality agreement entered into by any Person to whom the Company, any Company Subsidiary or any Company Representative provides information pursuant to this Section 6.3.
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!