Confidentiality Information. 1. The Supplier (i) shall keep secret all information, including without limitation drawings, documents, know how, samples, production de- vices, models, media (collectively, the “Information”), (ii) may not make such Information available to third parties (including sub-Suppliers) without our written consent and (iii) may not use such Information for purposes other than as determined by us. These obligations apply mutatis mutandis to copies and duplicates. This confidentiality obligation does not apply to information (i) that the Supplier had already obtained legitimately at the time of disclosure provided such information was not subject to a confidentiality obligation, (ii) that the Supplier later obtains legitimately without being obligated to keep such information confidential, (iii) that is or becomes generally known without any breach of contract by one of the parties or (iv) for the disclosure or the independent use of which the Supplier has received permission. The Supplier may not advertise its business relationship to us without our prior written consent.
2. We retain title and reserve all other rights (such as copyright) to the Information. Copies may be made only with our prior written consent. Title to the copies passes to us at the time such copies are created. Supplier hereby agrees with us that the Supplier stores the copies on behalf of our company as bailee. The Supplier agrees to properly store at its expense all documents and other objects, including copies thereof, that were made available to Supplier, to keep them in perfect condition, to obtain insurance for them and to return them to us or destroy them, in each case upon our request. The Supplier has no right, on whatever grounds, to retain such objects. The Supplier shall confirm the complete return or destruction of the relevant object in writing.
3. If the Supplier breaches its obligations set forth in VII. 1., a contractual penalty in the amount of Euro 25,000 shall become due and payable immediately for each breach. The Supplier shall retain the right to have the contractual penalty determined by a court decision. Damages shall be set off against any paid contractual penalties.
Confidentiality Information. Each party (the "RECEIVING PARTY") acknowledges that by reason of its relationship to the other party (the "DISCLOSING PARTY") hereunder, the Receiving Party will have access to certain information and materials, including the terms of this Agreement, concerning the Disclosing Party's business, plans, technology, products and services that are confidential and of substantial value to the Disclosing Party, which value would be impaired if such information were disclosed to third parties ("CONFIDENTIAL INFORMATION"). The Receiving Party agrees that it shall not use in any way for its own account or the account of any third party, nor disclose to any third party, any such Confidential Information revealed to it by the Disclosing Party. The Receiving Party shall take every reasonable precaution to protect the confidentiality of Confidential Information. Upon request by the Receiving Party, the Disclosing Party shall advise whether or not it considers any particular information to be Confidential Information. The Receiving Party shall not publish any technical description of the Disclosing Party's Confidential Information beyond any descriptions published by the Disclosing party. In the event of expiration or termination of this Agreement, there shall be no use or disclosure by the Receiving Party of any Confidential Information of the Disclosing Party, and the Receiving Party shall not develop any software, devices, components or assemblies utilizing the Disclosing Party's Intellectual Property. Both parties agree that the terms and conditions of this Agreement are confidential and shall not be disclosed to any third party, unless disclosure is compelled by final, non-appealable order of a court of competent jurisdiction.
Confidentiality Information. In its capacity as Agent of a Payment Service Provider, LinkCy is bound by professional secrecy and undertakes not to disclose any banking information belonging to the User that it may receive in the context of the execution of these GTCU. The User expressly authorizes Paynovate SA to transmit to LinkCy any information on the Payment Account and the Card, without any limitation, and notwithstanding the legal provisions on banking secrecy that the User expressly waives with regard to LinkCy and its agents (legal representatives and employees), and this for the sole purpose of executing these GTCU. Notwithstanding the first paragraph, LinkCy is authorized to transmit any information to (i) any service provider and subcontractors contractually linked to it, for the purposes of the proper execution of the GTCU and/or the provision of the Services or any new service that it would develops, as well as (ii) any administrative or judicial authority having a right of access to this information in application of the applicable legal and regulatory provisions. The User also authorizes LinkCy to analyze any information obtained via the Application and/or the Services, in an anonymous manner, for the purposes of developing new services.
Confidentiality Information relating to individuals who may receive services pursuant to this Agreement shall be maintained and used only for the purposes intended under the Agreement and in conformity with applicable provisions of laws and regulations or specified in Attachment B, Program Specific Clauses. Contractor acknowledges and agrees that, during the course of performing services under this Agreement, it may receive information of a confidential nature, whether marked or unmarked, (“Confidential Information”). Contractor agrees to protect such Confidential Information with the same degree of care it uses to protect its own confidential information of a similar nature and importance, but with no less than reasonable care. Contractor will not use Confidential Information for any purpose other than to facilitate the provision of services under this Agreement, and Contractor will not disclose Confidential Information in an unauthorized manner to any third party without HRI’s advance written consent.
Confidentiality Information. Employee shall not at any time during the period of his employment or thereafter, except as required in the course of his employment with the Company or as authorized in writing by the Board of Directors, directly or indirectly use, disclose, disseminate or reproduce any Confidential Information or use any Confidential Information to complete, directly or indirectly, with the Company. All notes, notebooks, memoranda, computer program and similar repositories of information containing or relating in any way to Confidential Information shall be the property of the Company. All such items made or complied by Employee or made available to Employee during the Term, including all copies thereof, shall be delivered to the Company by Employee upon termination of the Term or at any other time upon request of the Company.
Confidentiality Information. 12.1 All Confidential Information disclosed, revealed or otherwise made available by one Party (“the Disclosing Party”) to the other Party (“Receiving Party”) under, or as a result of, this Agreement is furnished to the Receiving Party solely to permit the Receiving Party to exercise its rights, and perform its obligations, under this Agreement. The Receiving Party shall not use any of the Disclosing Party Confidential Information for any other purpose, and shall not disclose, reveal or otherwise make any of the Disclosing Party Confidential Information available to any other person, firm, corporation or other entity, without the prior written authorization of the Disclosing Party.
12.2 In furtherance of the Receiving Party’s obligations under Section 12.1 hereof, the Receiving Party shall take all appropriate steps, and shall implement all appropriate safeguards, to prevent the unauthorized use or disclosure of any of the Disclosing Party’s Confidential Information. Without limiting the generality of this Section 12.2, the Receiving Party shall disclose any of the Disclosing Party’s Confidential Information only to those of its officers, employees, sublicensees, potential sublicensees and financial investors that have a need to know the Disclosing Party’s Confidential Information, in order for the Receiving Party to exercise its rights and perform its obligations under this Agreement, and only if such officers, employees, sublicensees, potential sublicensees and financial investors have executed appropriate non-disclosure agreements containing substantially similar terms regarding confidentiality as those set out in this Agreement or are otherwise bound by obligations of confidentiality. The Receiving Party shall furnish the Disclosing Party with immediate written notice of any unauthorized use or disclosure of any of the Disclosing Party’s Confidential Information by any officer, employee or sublicensee of the Receiving Party, and shall take all actions that the Disclosing Party reasonably requests in order to prevent any further unauthorized use or disclosure of the Disclosing Party’s Confidential Information.
12.3 The Receiving Party’s obligations under Sections 12.1 and 12.2 hereof shall not apply to the extent, but only to the extent, that any of the Disclosing Party’s Confidential Information:
(i) passes into the public domain, or becomes generally available to the public through no fault of the Receiving Party;
(ii) was known, verifiable through wr...
Confidentiality Information. Both parties acknowledge that in performing their respective obligations hereunder, they may have access to information and/or documentation of the other that is of a confidential and/or proprietary nature.
Confidentiality Information. 7.1 The Supplier shall keep any information, such as drawings, documents, findings, samples, manufacturing equipment, models, data carriers etc. supplied by us confidential and refrain from providing it to third parties (also subcontractors) or utilise it for any purpose other than that intended by us without our written consent. This applies accordingly for duplications. This obligation does not apply for information of which he was legitimately aware at the time of the submission or which are or become publically known subsequently without violation of an obligation for confidentiality or for which he has obtained written permission for alternative usage. The obligation expires five years following the cessation of the business relationship.
7.2 Without our prior written consent, the Supplier is not entitled to advertise his business relationship with us.
7.3 We reserve proprietary rights and all other rights (e.g. copyrights) to the information provided by us. Duplica- tions may only be made following our prior written consent. Duplications become our property upon their creation. It is hereby agreed between the Supplier and us that the Supplier shall store the duplications on our behalf. The Supplier has to carefully store, maintain and insure the provided documents and objects as well as copies thereof at his expense and surrender them to us or destroy them at our request at any time. The Supplier is not entitled to a right of retention, regardless of the reason. The Supplier is obligated to confirm the complete return or destruction in writing.
7.4 We are entitled to demand a contractual penalty of an appropriate amount for each violation of the obligation according to no. 1, however maximally 100,000 Euro. The Supplier is entitled to verify the appropriateness of the amount of the contractual penalty by a court. Any payments of contractual penalties are to be offset against compensation claims.
Confidentiality Information. 保密/信息
1. The Supplier (i) shall keep secret all information, including without limitation drawings, documents, know how, samples, production devices, models, media (collectively, the “Information”), (ii) may not make such Information available to third parties (including subcontractors) without our written consent and (iii) may not use such Information for purposes other than as determined by us. These obligations apply mutatis mutandis to copies and duplicates. This confidentiality obligation does not apply to information (i) that the Supplier had already obtained legitimately at the time of disclosure provided such information was not subject to a confidentiality obligation, (ii) that the Supplier later obtains legitimately without being obligated to keep such information confidential, (iii) that is or becomes generally known without any breach of contract by one of the Parties or (iv) for the disclo- sure or the independent use of which the Supplier has received permission. The Supplier may not advertise its business relationship to us without our prior written consent. 供应商(i)应对所有信息保密，包括但不限于图纸、文件、专有技术、样品、生产设备、模型、媒介（合称“信息”），(ii)未经我们书面同意，不得向第三方（包括分包商）提供该等信息，并且(iii)不得将该等信息用于并非我们所确定的目的。本义务业经必要的修改同样适用于复印件和副本。本保密义务不适用于如下信息：(i)在披露给供应商时，供应商已经合法取得的信息，并且该信息不受保密义务约束，(ii) 供应商后来合法取得的信息并无须对该等信息承担保密义务，(iii)非因为一方违约而为或变为公众所知悉的信息；或者(iv)供应商已经获得披露和独立使用的许可的信息。未经我们的事先书面同意，供应商不得用其与我们的业务关系作广告。
2. We retain title and reserve all other rights (such as copyright) to the Information. Copies may be made only with our prior written consent. Title to the copies passes to us at the time such copies are created. The Supplier hereby agrees with us that the Supplier stores the copies on behalf of our company as bailee. The Supplier agrees to properly store at its expense all documents and other objects, including copies thereof, that were made available to the Supplier, to keep them in perfect condition, to obtain insurance for them and to return them to us or destroy them, in each case upon our request. The Supplier has no right, on whatever grounds, to retain such objects. The Supplier shall confirm the complete return or destruction of the relevant object in writing. 我们保留对于信息的所有权和所有其它权利（例如版权）。仅在我们事先同意的情况下，方可制作复印件。复印件的所有权从复印件产生时即已转移给我们。供应商在此与我们约定，供应商作为代管人为我公司保管该复印件。供应商同意自担费用适当保存其获得的所有文件和其它物品，包括其复印件；使之保持完好的状态；为其办理保险并根据我们的要求向我们归还或销毁它们。供应商无论基于何种理由，均无权保留该等物品。供应商应以书面方式确认其已完全归还或销毁相关物品。
3. If the Supplier breaches its obligations set forth in VII. 1., a contractual penalty in the amount of Eu...
Confidentiality Information. (a) The Purchaser shall and shall cause its Representatives to keep all information received by it or them in connection with the negotiations and execution of this Agreement and the consummation of the Transactions from the Company or its Representatives confidential, and the Purchaser shall not, without the Company's prior written consent, disclose such information in any manner whatsoever, in whole or in part, except (i) for disclosure to the Representatives of the Purchaser who have a need to know such information for the purpose of assisting in the consummation of the Transactions, (ii) to the extent, in the sole judgment of the Purchaser, disclosure is required by Applicable Law or court process and (iii) to the extent disclosure is requested by any Governmental Authority having jurisdiction over the Purchaser, any of its Subsidiaries or any Company Representative. The Purchaser shall use its commercially reasonable efforts to cause its Representatives and the Preferred Director to comply with the foregoing requirement.
(b) Section 6.05(a) shall not apply to any such information that (i) is or becomes generally available to the public other than as a result of any disclosure or other action or inaction by the Purchaser or any of its Representatives, (ii) is or becomes known or available to the Purchaser on a non-confidential basis from a source (other than the Company or its Representatives) that, to the knowledge of the Purchaser, is not under a legal obligation to disclose such information to the Purchaser or (iii) was independently developed by the Purchaser or its Representatives without reference to any information provided by the Company or its Representatives (except pursuant to clauses (i) or (ii)) that was known to the Purchaser prior to such disclosure by the Company or its Representatives.
(c) In the event that the Purchaser or its Representatives become legally compelled (by oral questions, interrogatories, requests for information or documents, subpoenas, civil investigative demands or otherwise), to disclose any information referred to in Section 6.05(a), the Purchaser shall provide the Company with prompt written notice so that the Company may seek a protective order or other appropriate remedy. Failing the entry of a protective order or other appropriate remedy or receipt of a waiver hereunder, the Purchaser shall furnish only that portion of the information which it is advised by its counsel is legally required to be furnished and sh...
