Confidentiality of Confidential Information. Subject to the terms and conditions hereof, during the Cooperation Period, each New Director may share and discuss Confidential Information (other than Competitively Sensitive Information) with the Investors. The Investors agree, and agree to cause their Representatives, to keep all Confidential Information strictly confidential and not disclose Confidential Information to any Person other than those of their Representatives who need to know such Confidential Information to assist an Investor for the purpose of advising on its investment in the Company or as otherwise permitted by this Agreement; provided, however, that with respect to any such disclosure of Confidential Information, the Investors shall furnish to such Representative only that portion of the Confidential Information necessary for the purpose of advising on its investment in the Company or as otherwise permitted by this Agreement. Before providing access to Confidential Information to any Representative, the Investor shall inform such Representative of the contents of this Agreement and the confidentiality of the Confidential Information, and shall advise such Representative that, by accepting possession of or access to such information, such Representative is agreeing to be bound by this Agreement. The Investors shall instruct their Representatives to observe the terms of this Agreement and shall be responsible for any breach of this Agreement by any of their Representatives.
Confidentiality of Confidential Information. Subject to the terms and conditions hereof, the New Director may share and discuss Confidential Information with the Investors. The Investors agree, and agree to cause their Representatives, to keep all Confidential Information strictly confidential and not disclose Confidential Information to any Person other than those of their Representatives who need to know such Confidential Information to assist an Investor for the purposes of advising, monitoring and evaluating such Investor’s investment in the Company, or as otherwise permitted by this Agreement; provided, however, that with respect to any such disclosure of Confidential Information, the Investors shall furnish to such Representative only that portion of the Confidential Information necessary for the purposes of advising, monitoring and evaluating such Investor’s investment in the Company, or as otherwise permitted by this Agreement. Before providing access to Confidential Information to any Representative, the Investor shall inform such Representative of the contents of this Agreement and the confidentiality of the Confidential Information, and shall advise such Representative that, by accepting possession of or access to such information, such Representative is agreeing to be bound by this Agreement. The Investors shall instruct their Representatives to observe the terms of this Agreement and shall be responsible for any breach of this Agreement by any of their Representatives. (b) Compulsory Disclosure of Confidential Information. If an Investor or any of such Investor’s Representatives is legally required in any proceeding or governmental inquiry, including any judicial or administrative proceeding, or by any governmental or regulatory authority (whether by deposition, interrogatory, request for documents, subpoena, civil investigative demand or otherwise), or is otherwise legally required pursuant to applicable law or regulation (in each case if and as determined based on advice of counsel), to disclose any Confidential Information, such Investor shall (to the extent permissible under applicable law or the terms of such demand or request), if reasonably practicable, give the Company prompt notice of such request or requirement so that the Company may, at the Company’s sole expense, seek an appropriate protective order, and, upon the Company’s request and at the Company’s sole expense, shall provide reasonable cooperation to the Company in seeking such an order. If such Investor is nonetheless ...
Confidentiality of Confidential Information. MAKO will hold the terms of this Agreement and all non-public information relating to the Licensed Patents in confidence, and will take precautions at least as conscientious as those it implements to maintain and protect the confidentiality of its own patent-related information, except that MAKO may disclose such terms to its attorneys, accountants and legal advisors as MAKO deems necessary.
Confidentiality of Confidential Information. (i) Executive acknowledges the highly competitive nature of the business of Company and its affiliates as a provider of healthcare ancillary services and products and that, upon execution of this Agreement as an essential support to the conduct of his duties, Company shall provide Executive with immediate access to and provision of, Confidential Information of the Company, its subsidiaries, and affiliates. Executive agrees that the Confidential Information, by its nature, would cause substantial harm to Company’s and Company’s affiliates business and prospects, financial and otherwise, if disclosed or utilized outside of the conduct of the business of the Company.
Confidentiality of Confidential Information. The parties agree to hold Confidential Information in confidence, agree to provide a high level of care and security in its treatment of the Confidential Information, and agree not to copy, transfer or disclose, or allow copying, transfer or disclosure of any such Confidential Information or any information related to such Confidential Information, directly or indirectly, at any time during or after the term of this Agreement. The parties agree not to use or exploit the Confidential Information for any purposes other than for the purposes of enabling Consultant to perform the required Project. The restrictions set forth in this paragraph do not apply to information generally known or which becomes known in the trade or which is or becomes public domain information through no fault of the Receiving Party, information which constitutes part of the general knowledge and skill of the Receiving Party, information that the Receiving Party receives from a source other than from the Disclosing Party, and information which is or was independently developed by employees or agents of the Receiving Party.
Confidentiality of Confidential Information. During the term of any association between the Partners or their respective Affiliates and at all times following the termination of this association (including the dissolution of the Company), no Partner or any Affiliate of any Partner who will receive any Owner’s Confidential Information (Recipient) will use or disclose, directly or indirectly, or cause or permit any Affiliate of the Recipient to use or disclose, directly or indirectly, the Owner’s Confidential Information, except as necessary in connection with the business of the Company, and then only after reasonable and appropriate measures are taken by the Recipient that are satisfactory to the Owner to protect the confidential and proprietary nature of the Confidential Information. All Confidential Information is and will be at all times the sole and exclusive property of the Owner, and, on the request of the Owner, from time to time, and in any case on the termination of this association (including on the dissolution of the Company), the Recipient will immediately return or cause to be returned to the Owner any and all Confidential Information and any and all copies.
Confidentiality of Confidential Information. Consultant acknowledges and agrees that the terms of the confidentiality agreement already entered into between Consultant and ReSound and dated April 12, 1996, a copy of which is attached hereto as Exhibit A, shall apply to Consultant's performance of the consulting tasks under this Agreement.
Confidentiality of Confidential Information. The Parties agree to hold, and use their respective commercially reasonable efforts to cause their respective Affiliates and any representatives to hold, all Confidential Information of the other Party in strict confidence from, and not to disclose any such Confidential Information to, any Person (other than any such Affiliate), unless (i) compelled to disclose by judicial or administrative process or by other requirements of Law or requests of Governmental Authorities in connection with any audit, examination or investigation by such Governmental Authorities, (ii) disclosed in any action or proceeding brought by a Party in pursuit of its rights or in the exercise of its remedies under this Agreement, (iii) disclosed only to the extent necessary to administer or service the Policies, or to perform any act or services required or contemplated under this Agreement, or (iv) as otherwise allowed under this Agreement. However, either Party may disclose Confidential Information to those of its representatives who have a need to know such information in connection with this Agreement and the performance of such Party’s obligations under this Agreement, or in connection with related financing, or administrative or servicing arrangements, it being understood that such representatives shall have been informed of this Agreement and directed to handle the Confidential Information in accordance with the terms of this Agreement. In any event, the receiving Party of any Confidential Information of the disclosing Party shall be responsible for any breach of this Agreement by it or any of its employees, agents or representatives. The obligation to preserve the confidentiality of the Confidential Information shall survive expiration or termination of this Agreement to the extent any such Confidential Information remains in the possession of the Party receiving the Confidential Information of the other Party.
Confidentiality of Confidential Information. 10.2 Ownership of Intellectual Property
Confidentiality of Confidential Information. As used in this Agreement, "
