Confidentiality Matters. The Executive agrees to at all times during and after his employment with the Company (regardless of whether there occurs an Involuntary Termination or a Resignation for Good Reason) to hold in confidence and keep secret and inviolate all of the confidential information of the Affiliated Group, including, without limitation, all unpublished matters relating to the business, property, accounts, books, records, customers and contracts of the Company which he may or hereafter come to know; provided, however, that the Executive may:
(i) disclose any such information which (A) has otherwise entered the public domain (other than through a breach of this Agreement) or which he is required to disclose to any governmental authority by law or subpoena or judicial process, or (B) was available to the Executive on a nonconfidential basis prior to the disclosure, provided that the source of such information was not known by the Executive to be bound by a confidentiality agreement with or other contractual, legal or fiduciary obligation of confidentiality to the Company with respect to such information.
(ii) disclose so much of such information to personal tax or financial advisors as may be reasonably appropriate to enable such advisors to render appropriate advice to the Executive.
Confidentiality Matters. 8.1 It is an express condition to the employment of Employee by Company that Employee sign and deliver a Proprietary Information and Inventions Agreement in the form attached hereto as Exhibit A concurrently with the execution of this Agreement.
8.2 The covenants contained in the Proprietary Information and Inventions Agreement constitute separate covenants. If in any judicial proceeding, a court shall hold that any of the covenants set forth in the Proprietary Information and Inventions Agreement is not permitted by applicable laws, Employee and Company agree that such provision shall and is hereby reformed to the maximum time, geographic, or occupational limitations permitted by such laws. Further, in the event a court shall hold unenforceable any of the separate covenants deemed included herein, then such unenforceable covenant or covenants shall be deemed eliminated from the provisions of this Agreement for the purpose of such proceeding to the extent necessary to permit the remaining separate covenants to be enforced in such proceeding. Employee and Company further agree that the covenants in the Proprietary Information and Inventions Agreement shall each be construed as a separate agreement independent of any other provisions of this Agreement, and the existence of any claim or cause of action by Employee against the Company whether predicated on this Agreement or otherwise, shall not constitute a defense to the enforcement by the Company of any of the covenants set forth in the Proprietary Information and Inventions Agreement.
Confidentiality Matters. 8.1 It is an express condition to the employment of Employee by Company that Employee sign and deliver a Proprietary Information and Inventions Agreement in the form attached hereto as Exhibit A concurrently with the execution of this Agreement.
Confidentiality Matters. Notwithstanding anything to the contrary set forth in the Confidentiality Agreement or in any other written or oral understanding or agreement to which the parties hereto are parties or by which they are bound, the parties acknowledge and agree that any obligations of confidentiality contained therein (the "Confidentiality Obligations"), as they relate to the "tax treatment or tax structure" (as that phrase is used in Section 1.6011-4(b)(3) (or any successor provision) of the Treasury Regulations (the "Confidentiality Regulations") promulgated under Section 6011 of the Internal Revenue Code of 1986, as amended) of any proposed transactions, matters or arrangements described therein, or any related transactions, matters or arrangements (the "Transaction") shall terminate at the earliest of (a) the date of the public announcement of discussions relating to the Transaction, (b) the date of public announcement of the Transaction, and (c) the date of the execution of an agreement to enter into the Transaction. Furthermore, nothing contained in this Agreement shall restrict the ability of a party to consult a tax advisor of its own choosing with respect to the Transaction.
Confidentiality Matters. Either party shall be obliged to keep the trade secrets and technical secrets of the other party known in the process of contract conclusion and performance confidential, without consent, shall not disclose or use for any purpose beyond what is set forth herein. If either party discloses or uses any such trade secret or technical secret beyond this contract, which causes any loss against the other party, it shall assume damage compensation liability. If either party needs any information necessary for contract performance, the other party shall offer. If the parties deem as necessary, they may enter into confidentiality agreement as appendix hereto.
Confidentiality Matters. 26 3.26 Insurance. . . . . . . . . . . . . . . . . . . . . . . . . . . 26 3.27
Confidentiality Matters. 46 5.26 Offerings of Securities. . . . . . . . . . . . . . . . . . . . 46 5.27
Confidentiality Matters. Each of the Company and the Company Subsidiaries has taken reasonable measures to maintain the confidentiality of any secret, confidential, or proprietary information relating to the Company or any Company Subsidiary or its business including written confidentiality agreements with their respective employees.
Confidentiality Matters. Each member of the Bionova Group have taken reasonable measures to maintain the confidentiality of any secret, confidential or proprietary information relating to the Bionova Group or its business.
Confidentiality Matters. To the extent that any Confidential Information may include material subject to the attorney-client privilege, work product doctrine or any other applicable privilege concerning pending, threatened or prospective legal proceedings, arbitrations, disputes or investigations, the Parties understand and agree that they have a commonality of interest with respect to such matters and it is their desire, intention and mutual understanding that the sharing of such material is not intended to, and shall not, waive or diminish in any way the confidentiality of such material or its continued protection under the attorney-client privilege, work product doctrine or other applicable privilege. All Confidential Information provided by a Party that is entitled to protection under the attorney- client privilege, work product doctrine or other applicable privilege shall remain entitled to such protection under these privileges, this Agreement, and under the joint defense doctrine. Nothing in this Agreement obligates either Party to reveal material subject to the attorney-client privilege, work product doctrine or any other applicable privilege.
