Confidentiality Communications Sample Clauses
The Confidentiality/Communications clause establishes obligations for parties to protect sensitive information exchanged during their relationship and to control how communications are handled. Typically, it restricts the disclosure of proprietary or confidential information to third parties and may set guidelines for how and when parties can communicate about the agreement or its subject matter. This clause is essential for safeguarding business secrets, maintaining trust, and preventing unauthorized disclosures that could harm either party.
Confidentiality Communications. The parties acknowledge that this document must be public pursuant to law. Nevertheless, ▇▇ ▇▇▇▇▇▇ agrees that he will not disclose the terms of this Agreement to anyone other than ▇▇ ▇▇▇▇▇▇’▇ immediate family, attorney, tax consultant, or as may be required by other authority of law. Any party to whom ▇▇ ▇▇▇▇▇▇ discloses the contents of this Agreement shall be specifically instructed not to disclose these terms. If ▇▇ ▇▇▇▇▇▇ violates the terms of this Confidentiality provision, such violation shall be considered a material breach of this Agreement requiring ▇▇ ▇▇▇▇▇▇ to repay the amount of compensation outlined in Paragraph 3 of this Agreement.
Confidentiality Communications. You and the Company (on its own behalf and on behalf of the other Released Parties) agree that it is a material condition of this Agreement that neither you nor the Company or such other Released Party will directly or indirectly make or issue any private statement, press release or public statement, or communicate or otherwise disclose to any employee of the Company (past, present or future) or to a member of the general public, the negotiations leading to, or the terms, amounts or facts of or circumstances underlying this Agreement, except (a) as may be required by law or compulsory process, (b) as required to be publicly disclosed (other than through the applicable party’s breach of this provision), (c) truthful statements made by the Company or you in response to the other party’s breach of this Section 7, or (d) truthful statements made in any deposition, lawsuit, arbitration or similar dispute resolution proceeding involving you, the Company or any third party, where such statements are relevant to such deposition, lawsuit, arbitration or similar dispute resolution proceeding, as applicable. The Company will provide you a reasonable opportunity to review and comment on communications (including disclosures) of the Company regarding your departure from the Company and this Agreement to the extent reasonably practicable under the circumstances. You and the Company acknowledge and affirm your non-disparagement obligations under Section 5 of the Employment Agreement. The Company will direct ▇▇▇▇ ▇▇▇▇▇▇ not to disparage you and not to encourage others to disparage you. In the event you seek to provide confirmation of your employment with the Company or Light & Wonder to a prospective employer, then you will not direct any prospective employer to contact any employee or manager of the Company or of Light & Wonder. Instead, you will direct any prospective employer to contact the People Service Center at (▇▇▇)▇▇▇-▇▇▇▇ or ▇▇▇@▇▇▇.▇▇▇, who will verify only your dates of service and job titles.
Confidentiality Communications. (a) Each party to this Agreement agrees that it will not use to the detriment of the disclosing party or disclose to any Third Party any confidential or proprietary information of any other party, except to the extent that such information (i) is or becomes generally available to the public other than as a result of a disclosure by the receiving party or its Representatives, or (ii) was within the receiving party’s possession prior to its first being furnished to it. Each party may disclose the confidential information of another party to such party’s Representatives, who shall not use such information except for the purposes contemplated hereby, and who shall maintain the confidentiality of such information, provided however, that each party shall be responsible for any breach of this Section 5.4 by its Representatives.
(b) In the event that any party or any of its Representatives are requested or required to disclose any of the confidential information of another party, it shall provide the disclosing party with prompt written notice of any such request or requirement so that the disclosing party may seek a protective order or other appropriate remedy. If, in the absence of a protective order or other remedy, the receiving party or any of its Representatives are nonetheless, in the opinion of its outside counsel, legally compelled to disclose such confidential information to any Governmental Authority or else stand liable for contempt or suffer other censure or penalty, the receiving party or its Representative may, without liability hereunder, disclose to such Governmental Authority only that portion of such confidential information which such counsel advises is legally required to be disclosed.
(c) If the transactions contemplated by this Agreement are not consummated for any reason, each party shall return or destroy all Contracts, and other documents, work papers and other materials provided to it in the course of its investigations and negotiations in connection with this Agreement or based on any confidential information of another party, and shall use commercially reasonable efforts to cause its Representatives to return or destroy all such items.
(d) Each party agrees that, without the prior written consent of the other parties, it and its Representatives will not disclose to any Third Party the fact that discussions or negotiations are taking place concerning the transaction contemplated hereby or any of the terms, conditions or other facts with...
Confidentiality Communications. Purchaser acknowledges that (a) the information being furnished or made available to it in connection with the Acquisition and the other transactions contemplated by this Agreement and the Ancillary Agreements and (b) communications between Purchaser and its affiliates, on the one hand, and any customer, supplier, contract manufacturer, distributor, officer, director, employee, or agent of Seller, the Seller Parties, or the Business, on the other hand, are in each case subject to the terms of a confidentiality agreement, dated as of May 21, 2015, between Purchaser (or its affiliate) and Seller (the “Confidentiality Agreement”), the terms of which are incorporated herein by reference and which will remain in full force and effect pursuant to the terms of the Confidentiality Agreement, notwithstanding execution of this Agreement. Effective upon, and only upon, the Closing, the Confidentiality Agreement will terminate with respect to information relating exclusively to the Business (other than information relating to the Excluded Assets and the personnel engaged in the conduct of the Business); provided that any and all other information furnished or made available to it by Seller or Seller’s representatives concerning Seller, the Seller Parties and their respective affiliates will remain subject to the terms and conditions of the Confidentiality Agreement after the Closing notwithstanding the expiration or termination thereof.
Confidentiality Communications. You may not issue any statement to third parties, in particular to the press or other media, concerning the details of or any information obtained during the Event or from the EPO, unless such information has come into the public domain other than through unauthorised disclosure. You may make public or refer in public to Your participation in the Event and to your Solution, but when doing so, You shall expressly acknowledge that the EPO was the sponsor of the Event, respectively that Your Solution was developed as part of the Event. In this respect no use of the EPO’s logo is permitted. At its sole discretion, the EPO may request You to delete such acknowledgement, in which case You shall then delete it without undue delay.
Confidentiality Communications. During the Interim Period, the parties shall not disseminate any press release or other announcement concerning this Agreement, the transactions contemplated herein or any other matter (including but not limited to routine press releases) to any third party (except to the directors, officers, employees, attorneys and accountants of the parties to this Agreement whose direct involvement is necessary for the consummation of the transactions contemplated under this Agreement), without the prior written consent of the other parties hereto, which consent shall not be unreasonably withheld. The provisions of this Section 7.7 shall not apply with respect to a disclosure of any document or information, which is required under the provisions of any applicable law.
Confidentiality Communications