Common use of CONFIDENTIALITY; PROPRIETARY RIGHTS Clause in Contracts

CONFIDENTIALITY; PROPRIETARY RIGHTS. 3.1 Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Company includes non-public information regarding features, functionality and performance of the Ninjio System including, but not limited to, video content. Proprietary Information of Customer includes non-public data provided by Customer to Company to enable Authorized Users to access the Ninjio System (“Customer Data”). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in accessing and using the Ninjio System as expressly permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law.

CONFIDENTIALITY; PROPRIETARY RIGHTS. 3.1 3.1. Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Company includes non-public information regarding features, functionality and performance of the Ninjio System including, but not limited to, video contentService and the terms and conditions under which such Service is being provided. Proprietary Information of Customer includes non-public data provided by Customer to Company to enable Authorized Users to access the Ninjio System provision of the Services (“Customer Data”). The Receiving Party agrees: (i) to take all reasonable precautions to protect such Proprietary Information, in all cases with a standard of care equal to the protections afforded its own Proprietary Information, and (ii) not to use (except in accessing and using performance of the Ninjio System Services or as expressly otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was demonstrably in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without memorialized restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law.

CONFIDENTIALITY; PROPRIETARY RIGHTS. 3.1 Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Company includes non-public information regarding features, functionality functionality, and performance of the Ninjio System including, but not limited to, video contentService and the Software. Proprietary Information of Customer Client includes non-public data provided by Customer Client to Company to enable Authorized Users the provision of the Services, including but not limited to access the Ninjio System Client’s employee’s names, email addresses, and biographical data provided by Client (“Customer Client Data”). The Receiving Party agrees: (ia) to take reasonable precautions to protect such Proprietary Information, and (iib) not to use (except in accessing and using performance of the Ninjio System Services or as expressly otherwise permitted hereinin this Agreement) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information that the Receiving Party can document (ai) is or becomes generally available to the public, or (bii) was in its possession or known by it prior to receipt from the Disclosing Party, or (ciii) was rightfully disclosed to it without restriction by a third party, or (div) was independently developed without use of any Proprietary Information of the Disclosing Party Party, or (ev) is required to be disclosed by law.

CONFIDENTIALITY; PROPRIETARY RIGHTS. 3.1 5.1 Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Company includes non-public information regarding features, functionality and performance of the Ninjio System including, but not limited to, video contentService. Proprietary Information of Customer includes non-public data provided by Customer to Company to enable Authorized Users to access the Ninjio System provision of the Services and any data provided by any patient or client of Customer (“Customer Data”). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in accessing and using performance of the Ninjio System Services or as expressly otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law.

CONFIDENTIALITY; PROPRIETARY RIGHTS. 3.1 Each To the extent allowable under the Texas Public Information Act, each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Company includes non-public information regarding features, functionality and performance of the Ninjio System including, but not limited to, video contentService. Proprietary Information of Customer includes non-public data provided by Customer to Company to enable Authorized Users to access the Ninjio System provision of the Services (“Customer Data”). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in accessing and using performance of the Ninjio System Services or as expressly otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Receiving Party’s obligations shall continue until the information has been completely returned to the Disclosing Party, or destroyed. The Disclosing Party agrees that the foregoing shall not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law.

CONFIDENTIALITY; PROPRIETARY RIGHTS. 3.1 Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Company includes non-public information regarding features, functionality and performance of the Ninjio System including, but not limited to, video contentService. Proprietary Information of Customer includes non-public data provided by Customer to Company to enable Authorized Users to access the Ninjio System provision of the Services and Software (“Customer Data”). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in accessing and using performance of the Ninjio System Services or as expressly otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information that the Receiving Party can document show with documentary evidence (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by lawParty.