Confidentiality/ Nondisclosure Employee covenants and agrees that any and all information concerning the customers, businesses and services of the Corporation of which he has knowledge or access as a result of his association with the Corporation in any capacity, shall be deemed confidential in nature and shall not, without the proper written consent of the Corporation, be directly or indirectly used, disseminated, disclosed or published by Employee to third parties other than in connection with the usual conduct of the business of the Corporation. Such information shall expressly include, but shall not be limited to, information concerning the Corporation’s trade secrets, business operations, business records, customer lists or other customer information. Upon termination of employment Employee shall deliver to the Corporation all originals and copies of documents, forms, records or other information, in whatever form it may exist, concerning the Corporation or its business, customers, products or services. In construing this provision it is agreed that it shall be interpreted broadly so as to provide the Corporation with the maximum protection. This Section 11 shall not be applicable to any information which, through no misconduct or negligence of Employee, has previously been disclosed to the public by anyone other than Employee.
Confidentiality; Non-Disclosure The State shall exercise at least the same degree of care to safeguard any trade secrets or confidential information of Contractor as the State does its own property of a similar nature and shall take reasonable steps to ensure that neither the confidential information of Contractor nor any part of it will be disclosed for reasons other than its own business interests. Such prohibition on disclosures does not apply to disclosures by the State to its employees, agents or representatives, provided such disclosures are reasonably necessary to the State’s use of the Deliverable, and provided further that the State will take all reasonable steps to ensure that the Deliverable is not disclosed by such parties in contravention of this Contract. The State’s performance of the requirements of this Section shall be subject to the State of Connecticut Freedom of Information Act ("FOIA"). All Records, Client Agency Data, and any Data owned by the State in any form, in the possession of the Contractor or Contractor Parties, whether uploaded, collected, stored, held, hosted, located or utilized by Contractor and Contractor Parties directly or indirectly, must remain within the continental United States.
Confidentiality Agreement As an employee of the Company, you will continue to have access to certain confidential information of the Company and you may, during the course of your employment, develop certain information or inventions that will be the property of the Company. To protect the interests of the Company, your acceptance of this Agreement confirms that the terms of the Company’s At‑Will Employment, Confidential Information, Invention Assignment, Nonsolicitation, and Arbitration Agreement you previously signed with the Company (the “Confidentiality Agreement”) still apply.
Confidentiality Agreements The parties hereto agree that this Agreement supersedes any provision of the Confidentiality Agreements that could be interpreted to preclude the exercise of any rights or the fulfillment of any obligations under this Agreement, and that none of the provisions included in the Confidentiality Agreements will act to preclude Holder from exercising the Option or exercising any other rights under this Agreement or act to preclude Issuer from fulfilling any of its obligations under this Agreement.
Confidentiality of Services All services performed by Contractor, and any sub- contractor(s) if applicable, including but not limited to all drafts, data, information, correspondence, proposals, reports of any nature, estimates compiled or composed by Contractor, are for the sole use of City, its agents, and employees. Neither the documents nor their contents shall be released by Contractor or any subcontractor to any third party without the prior written consent of City. This provision does not apply to information that: (1) was publicly known, or otherwise known to Contractor, at the time it was disclosed to Contractor by City; (2) subsequently becomes publicly known through no act or omission of Contractor; or (3) otherwise becomes known to Contractor other than through disclosure by City.
Confidentiality & Proprietary Information The Consultant acknowledges that it will be necessary for the Client to disclose certain confidential and proprietary information to the Consultant in order for the Consultant to perform their duties under this Agreement. The Consultant acknowledges that disclosure to a third (3rd) party or misuse of this proprietary or confidential information would irreparably harm the Client. Accordingly, the Consultant will not disclose or use, either during or after the term of this Agreement, any proprietary or confidential information of the Client without the Client's prior written permission except to the extent necessary to perform the Services on the Client's behalf. Proprietary or confidential information includes, but is not limited to:
Confidentiality; FERPA Re disclosure. Family Education Rights and Privacy Act (“FERPA”) prohibits the re- disclosure of confidential student information. Except in very specific circumstances in accordance with the law, Contractor shall not disclose to any other party without prior consent of the parent/guardian any information or records regarding students or their families that Contractor may learn or obtain in the course and scope of its performance of this Contract. Any re-disclosure of confidential student information must be in compliance with the re- disclosure laws of FERPA. Contractor is not to re-disclose information without prior written notification to and written permission of District. If District grants permission, Contractor is solely responsible for compliance with the re- disclosure under §99.32(b). Consistent with FERPA’s requirements, personally identifiable information obtained by Contractor in the performance of this Contract must be used only for the purposes identified in this Contract. Subject to any state or federal laws requiring disclosure (e.g., the California Public Records Act), the Parties agree, during the term of this Agreement and for five (5) years after termination or expiration of Agreement, to hold each other’s proprietary or confidential information in strict confidence, except for any information protected under confidentiality laws which shall be held in such confidence in perpetuity. Parties agree not to provide each other’s proprietary or confidential information in any form to any third party or to use each other’s proprietary or confidential information for any purpose other than the implementation of, and as specified in, this Agreement. Each Party agrees to take all reasonable steps to ensure that proprietary or confidential information of either Party is not disclosed or distributed by its employees, agents or Contractors in violation of the provisions of this Agreement.
Confidentialité En cas d’usage d’Apple Pay pour engager une transaction de paiement à terminer sur un Appareil pris en charge, Apple Pay transfère les informations de paiement dans un format chiffré entre votre Mac et votre Appareil pris en charge pour terminer votre transaction. Lorsque vous utilisez Apple Pay pour réaliser une transaction de paiement sur un MacBook Pro doté de la fonctionnalité Touch ID intégrée, vos informations de paiement sont fournies sous un format chiffré au site web dans le cadre de ladite transaction. Lorsque vous ajoutez une carte à Apple Pay sur un MacBook Pro doté de la fonctionnalité Touch ID intégrée, des informations relatives à votre appareil, xxxxxx que l’indication d’activation ou non de certains réglages de l’appareil et des habitudes d’usage de l’appareil (par exemple, le pourcentage de temps que l’appareil est en mouvement ou le nombre approximatif d’appels par semaine), sont envoyées à Apple pour déterminer votre droit d’usage et pour prévenir toute tentative de fraude. Pour en savoir plus sur les données collectées, utilisées ou partagées dans le cadre de votre utilisation d’Apple Pay, consultez les rubriques À propos d’Apple Pay et Confidentialité (accessibles depuis Wallet et Apple Pay sur votre appareil iOS ou Mac, ou depuis l’appli de la Watch sur un appareil iOS jumelé). Vous pouvez en savoir plus sur les mesures adoptées par Apple pour protéger vos informations personnelles en consultant notre Engagement de confidentialité à l’adresse xxxxx://xxx.xxxxx.xxx/privacy/privacy- policy/. En utilisant Apple Pay, vous acceptez qu’Apple, ainsi que ses filiales et ses représentants, transmettent, recueillent, conservent, traitent et utilisent ces données comme décrit ci-dessus pour assurer le bon fonctionnement d’Apple Pay.
Confidentiality Data Protection The terms and conditions of this Agreement are confidential and may not be disclosed to or discussed with anyone except as permitted. Confidential information may include: any trade/business secret, technical knowledge or know-how, financial information, plans, customer/client lists, your customer information or data, your customers’ accounting or financial information, your customers’ tax information, your customers’ miscellaneous information, supplier information, pricing policies, fee structure, standard operating procedures, protocols, marketing data and/or promotional techniques, product data, purchase information, sales policies, employee lists, policies, computer records, computer access codes, plans and programs, any formula pattern or compilation of information, used during this Agreement, or any of its/ their clients. Confidentiality will exist regardless of whether such information is received by you under a validly executed confidentiality Agreement or not, or which is disclosed (whether in writing, delivery of items/ reports, manuals, verbally, visual representation, inspection of tangible objects, on office or site visits, or by any other means and whether directly or indirectly) whether before or after the date of this Agreement. Confidential Information may include “Proprietary information” as defined from now on. Each party shall honor the confidentiality and data protection of the other party’s “Confidential Information” and shall not disclose such information to any third party without the prior written consent of the confiding party. Neither party shall disclose any of the terms of this Agreement to assigned remote staff or any of other employees or affiliates, except the appointed Account Manager and person signing this Agreement on our behalf. To protect the Confidential Information, both the parties now agree and undertake to keep secret and treat as confidential all Confidential Information described above. Neither party shall use any Confidential Information at any time, either during this Agreement or after the termination of the Agreement, for any purpose other than in the ordinary course of business and furtherance of the confiding party’s interest. We may not be permitted to use your name as our client in any marketing literature, brochures, or for any private reference unless you permit it.
Confidentiality of Contractor Information The Contractor acknowledges and agrees that this Contract and any and all Contractor information obtained by the State in connection with this Contract are subject to the State of Vermont Access to Public Records Act, 1 V.S.A. § 315 et seq. The State will not disclose information for which a reasonable claim of exemption can be made pursuant to 1 V.S.A. § 317(c), including, but not limited to, trade secrets, proprietary information or financial information, including any formulae, plan, pattern, process, tool, mechanism, compound, procedure, production data, or compilation of information which is not patented, which is known only to the Contractor, and which gives the Contractor an opportunity to obtain business advantage over competitors who do not know it or use it. The State shall immediately notify Contractor of any request made under the Access to Public Records Act, or any request or demand by any court, governmental agency or other person asserting a demand or request for Contractor information. Contractor may, in its discretion, seek an appropriate protective order, or otherwise defend any right it may have to maintain the confidentiality of such information under applicable State law within three business days of the State’s receipt of any such request. Contractor agrees that it will not make any claim against the State if the State makes available to the public any information in accordance with the Access to Public Records Act or in response to a binding order from a court or governmental body or agency compelling its production. Contractor shall indemnify the State for any costs or expenses incurred by the State, including, but not limited to, attorneys’ fees awarded in accordance with 1 V.S.A. § 320, in connection with any action brought in connection with Contractor’s attempts to prevent or unreasonably delay public disclosure of Contractor’s information if a final decision of a court of competent jurisdiction determines that the State improperly withheld such information and that the improper withholding was based on Contractor’s attempts to prevent public disclosure of Contractor’s information. The State agrees that (a) it will use the Contractor information only as may be necessary in the course of performing duties, receiving services or exercising rights under this Contract; (b) it will provide at a minimum the same care to avoid disclosure or unauthorized use of Contractor information as it provides to protect its own similar confidential and proprietary information; (c) except as required by the Access to Records Act, it will not disclose such information orally or in writing to any third party unless that third party is subject to a written confidentiality agreement that contains restrictions and safeguards at least as restrictive as those contained in this Contract; (d) it will take all reasonable precautions to protect the Contractor’s information; and (e) it will not otherwise appropriate such information to its own use or to the use of any other person or entity. Contractor may affix an appropriate legend to Contractor information that is provided under this Contract to reflect the Contractor’s determination that any such information is a trade secret, proprietary information or financial information at time of delivery or disclosure.
