Confidentiality; Assignment. The Company and its Subsidiaries have taken all commercially reasonable steps to maintain and protect the secrecy, confidentiality and value of all material proprietary information and Trade Secrets used in the Company’s and its Subsidiaries’ businesses, including requiring all consultants and contractors with access to Trade Secrets or proprietary information of the Company or any of its Subsidiaries to execute binding confidentiality agreements and, to the Knowledge of the Company, no such consultant or contractor is in breach of any such confidentiality agreement.
Confidentiality; Assignment. Employee agrees to execute Company’s form of Employee Nonsolicitation, Nondisclosure and Developments Agreement in the form of Schedule B attached hereto and made a part hereof. In addition to and not in lieu of anything contained in such Nonsolicitation, Nondisclosure and Developments Agreement, Employee hereby expressly
Confidentiality; Assignment. Both the customer and designer agree to not distribute any information to other Parties regarding what both consider to be ‘confidential’. This includes proprietary information or any other confidential information that is not publicly available. The Parties may not assign the responsibilities that they have under this Agreement to anyone else unless both Parties agree to the assignment in writing.
Confidentiality; Assignment a. Customer acknowledges that, in the course of using the Software and performing its duties under this Agreement, it may obtain information relating to the Software and/or to Kana ("Proprietary Information"). Such Proprietary Information shall belong solely to Kana and includes, but is not limited to, the existence of the Software, its features and mode of operation, this Agreement, trade secrets, know-how, inventions (whether or not patentable), techniques, processes, programs, ideas, algorithms, schematics, testing procedures, software design and architecture, computer code, internal documentation, design and function specifications, product requirements, problem reports, analysis and performance information, software documents, and other technical, business, product, marketing and financial information, plans and data.
Confidentiality; Assignment. Each of Company and its Subsidiaries has taken all commercially reasonable steps in accordance with standard industry practices to protect its rights in its Intellectual Property and maintain the confidentiality of all information of the Company or its Subsidiaries that derives economic value (actual or potential) from not being generally known to other Persons who can obtain economic value from its disclosure or use, including safeguarding any such information that is accessible through computer systems or networks.
Confidentiality; Assignment. Each party hereto agrees that the terms of this Agreement and the Other Purchase Documents are confidential and shall not be disclosed to any other person or entity without the written consent of all of the parties hereto (unless ordered to do so by a court of competent jurisdiction or otherwise required by applicable law). Provided, however, that a party may disclose the terms of this Agreement and the Other Purchase Documents to members of its and its affiliates' board of directors, management, employees, shareholders, officers, advisors, and others within their organizations with a need to know, subject to the conditions that the receiving party (a) notify such board members, management employees, shareholder, advisors, officers, and others within their organization with a need to know that the terms of this Agreement and the Other Purchase Documents are subject to a confidentiality agreement, and (b) obtain such person's agreement to maintain the confidentiality of the terms of this Agreement or the Other Purchase Documents. And, provided, further, that Ocwen may disclose the terms of this Agreement and the Other Purchase Documents to any party interested in taking assignment of this Agreement and the Other Purchase Documents, but Ocwen shall first obtain confidentiality agreements substantially in the form of the agreement attached hereto as Exhibit F or in another form reasonably acceptable to Balanced Care from such interested third parties. Buyer and each member of the Obligated Group hereby acknowledge, understand and agree that Ocwen and/or Seller may assign, in whole or in part, their respective right, title and interest, and/or obligations or responsibilities in, under and to this Agreement and the Other Purchase Documents, without the prior consent of Buyer or any other member of the Obligated Group being required. However, neither Buyer, nor any other member of the Obligated Group, may assign or otherwise transfer or delegate, in whole or in part, their right, title or interest or obligations or responsibilities under and pursuant to this Agreement or the Other Purchase Documents without the prior written consent of Ocwen, which may be withheld for any reason or no reason. In no event shall any assignment consented to by Ocwen relieve Buyer from its obligations under this Agreement or any of the Other Purchase Documents. Any other purported or attempted assignment or delegation without obtaining Ocwen's prior written consent shall be void ab ...
Confidentiality; Assignment. All current and former officers and employees of NuTool have executed and delivered to NuTool an agreement (containing no exceptions or exclusions from the scope of its coverage) to protect and maintain NuTool’s confidential proprietary information, and the assignment of or an agreement to assign to NuTool any Intangible Assets arising from the employment relationship or for services performed on behalf of NuTool by such persons, the form of which has been supplied to ASM. All current and former consultants and independent contractors to NuTool involved in the development, modification, marketing, and servicing of NuTool’s products and/or NuTool Intangible Assets have executed and delivered to NuTool an agreement in the form provided to ASM or its counsel (containing no exceptions or exclusions from the scope of its coverage) regarding the protection of NuTool’s confidential proprietary information and the assignment of or an agreement to assign to NuTool any Intangible Assets arising from services performed for NuTool by such persons. No employee or independent contractor of NuTool is in violation of any term of any patent disclosure agreement or employment contract or any other contract or agreement relating to the relationship of any such employee or independent contractor with NuTool. No current or former officer, director, stockholder, employee, consultant or independent contractor has any right, claim or interest in or with respect to any NuTool Intangible Assets. NuTool has not assigned any Intangible Assets or rights to use any Intangible Assets to any current or former officer, director, stockholder, employee, consultant or independent contractor.
