Confidentiality; Return of Documents a) The Supplier undertakes to maintain confidentiality regarding all facts and circumstances regarding the Buyer of which it becomes aware in connection with the provision of goods/services, particularly in terms of all business and trade secrets, to keep the information and documents received secret, and to only make use of such information in the context of the business relationship with the Buyer. Furthermore, this confidentiality clause applies to all results in connection with the performance of the contract, even if they are not reported to the Buyer, as well as the prepared financial statements and project reports.
b) The confidential information mentioned in clause 13 (a) herein can only be disclosed to third parties upon prior written consent of the Buyer. The disclosure of confidential information to employees and officers is permitted only to the extent it is required for the implementation of the Supplier's contractual obligations towards the Buyer. The Supplier shall impose the commitments it has made to maintain confidentiality on all persons or companies to whom confidential information or services from the contract are entrusted.
c) The foregoing shall not apply to information (i) that was known to the Supplier before it received them from the Buyer, (ii) that was developed by the Supplier independently without recourse to or use of the information of the Buyer (iii) that the has lawfully obtained from a third party, who to the knowledge of the Contractor did not have a confidentiality obligation towards the Buyer, and that the third party in turn did not obtain this information by a violation of protection provisions in favor of the Buyer (iv) that became known to the Supplier without any breach of these provisions or any other existing provisions on the protection of the operating and business secrets of the Buyer or were public knowledge, or (v) that must be disclosed by the Supplier due to the instructions of legal authorities, governmental/state agencies, or courts. In this case, the Supplier must inform the Buyer prior to the disclosure and must limit the scope of such disclosure as much as possible.
d) The aforementioned obligations also apply to the period after the termination of the Agreement.
e) Documents provided by the Buyer shall remain the property of the Buyer and must be returned by the Supplier to the Buyer without request at the end of the Agreement. Bookkeeping documents are not affected by this provision.
f) Any documen...
Confidentiality; Return of Documents. Unless and until the transactions contemplated by this Agreement are consummated on the Closing Date (or other date mutually agreed upon by the parties hereto), Buyer will keep in confidence all proprietary and financial information of Seller including information concerning its customers, and will not, except to the extent required by law, financing and securities disclosure requirement or to the extent any such information is otherwise publicly available or received from a third party not affiliated with Seller, without the prior written consent of Seller, reveal any such financial or proprietary information to any third party other than affiliates or representatives of Buyer and potential lenders, investors and other providers of funds each of whom shall agree to be bound by the same restrictions with respect to confidentiality imposed on Buyer hereunder. If the transactions contemplated by this Agreement are not consummated, Buyer will return to Seller, at Seller' request, all documents supplied to Buyer by Seller and notes derived therefrom, pursuant to the provisions of this Agreement.
Confidentiality; Return of Documents. Unless and until the transactions contemplated by this Agreement are consummated, Buyer will keep in confidence all proprietary and financial information of Seller including information concerning its customers, suppliers, business and know-how, and will not, except to the extent required by law or to the extent any such information is otherwise publicly available or received from a third party not affiliated with Seller, without the prior written consent of Seller, reveal any such financial or proprietary information to any third party other than affiliates or representatives of Buyer and potential lenders and other providers of funds each of whom shall agree to be bound by the same restrictions with respect to confidentiality imposed on Buyer hereunder. If the transactions contemplated by this Agreement are not consummated, Buyer will return to Seller, at Seller's request, all documents supplied to Buyer by Seller pursuant to the provisions of this Agreement.
Confidentiality; Return of Documents. Employee further agrees that Employee will not, at any time, for so long as any Confidential Information (as defined below) shall remain confidential or otherwise remain wholly or partially protectable, either during the term of Employee's employment with the Company under this Agreement or thereafter, use or disclose, directly or indirectly, to any person or entity outside the Company any Confidential Information. For purposes of this Agreement, "
Confidentiality; Return of Documents. 4.1 In view of Consultant rendering his services, J&J AFFILIATE may provide Consultant with information concerning J&J AFFILIATE including, without limitation, information regarding existing or contemplated J&J AFFILIATE products, processes, techniques, or know-how, that is confidential or proprietary and the disclosure of which would cause irreparable injury to J&J AFFILIATE (collectively, the "Confidential Information"). Consultant as receiving party (hereinafter a “Receiving Party”) agrees not to disclose the Confidential Information to any person unless Receiving Party has received prior written authorization from J&J AFFILIATE. Additionally, upon termination or expiration of this Agreement for any reason or upon the request of J&J AFFILIATE, Receiving Party shall promptly return to J&J AFFILIATE all originals and copies of documents or other materials constituting or containing Confidential Information. Receiving Parties` obligations regarding the Confidential Information shall survive termination or expiration of this Agreement.
4.2 Where J&J AFFILIATE has provided Consultant with documents related to or necessary for the performance under this Agreement, Consultant undertakes to properly store such documents and not to allow third parties to access such documents. Consultant shall return such documents to J&J AFFILIATE upon expiry of this Agreement.
4.3 Consultant shall not disclose to J&J AFFILIATE, or induce J&J AFFILIATE to use, any confidential information belonging to others, including any other clients or former employers of Consultant.
Confidentiality; Return of Documents. (a) Each Party will keep the terms of this Agreement and the settlement contemplated hereby confidential, provided however that disclosure may be made as required by securities or other applicable law or court order, or to a Party’s accountants or attorneys under similar obligations of non-disclosure.
(b) Each Party and their respective attorneys agree to return to the Party owning such documents, all documents (and all copies of such documents) produced in the Action within two weeks after the date of entry of the Dismissal, provided however, that the parties’ respective attorneys shall be allowed to keep one file copy of any pleadings containing any confidential documents.
(c) Each Party acknowledges and agrees to the continuing duty to abide by the terms of the protective order entered in the Action, provided however, that no Party has any obligation(s) thereunder with respect to information that (A) is or becomes part of the public domain through no breach of this Section 5.2(c) (e.g., by publication of a Party’s patent application); (B) a recipient Party can demonstrate by its written records was known by such Party prior to disclosure thereof by a disclosing Party; (C) is independently developed by or on behalf of a recipient Party (so long as such development does not result from use of confidential information of a disclosing Party and such independent development can be demonstrated by the recipient Party); or (D) becomes available to a recipient Party on a non-confidential basis, whether directly or indirectly, from a Person having the right to make such disclosure. * * * Confidential Information, indicated by ***, has been omitted from this filing and filed separately with the Securities and Exchange Commission.
Confidentiality; Return of Documents. Unless and until the ------------------------------------ transactions contemplated by this Agreement are consummated, Monogenesis shall keep in confidence all proprietary and financial information of OWE, and shall not, except to the extent required by law or to the extent any such information is otherwise publicly available, without the prior written consent of OWE, reveal any such financial or proprietary information to any third party other than securities regulatory authorities in connection with the Registration Statement or counsel, accountants or experts retained by Monogenesis who shall be bound by the same restrictions. If the transactions contemplated by this Agreement are not consummated, at OWE's request, Monogenesis shall return to OWE all documents supplied to Monogenesis by OWE pursuant to the provisions of this Agreement.
Confidentiality; Return of Documents. Unless and until the transactions contemplated by this Agreement are consummated, Buyer will keep in confidence all proprietary and financial information of Seller and the Company and will not, except to the extent required by law or to the extent any such information is otherwise publicly available, without the prior written consent of the Seller reveal any such financial or proprietary information to any third party other than counsel, accountants or experts retained by Buyer who shall be bound by the same restrictions. If the transactions contemplated by this Agreement are not consummated, Buyer shall return to Seller, at Seller's request, all documents supplied to Buyer by Seller pursuant to the provisions of this Agreement, and Buyer shall continue to be bound to respect its confidentiality undertaking following any termination of this Agreement.
Confidentiality; Return of Documents. Each Party agrees that (except as may be required by law and with prior notice to the other Party) it will not disclose or use and it will cause its officers, directors, managing members, employees, representatives, agents and advisors to each such Party not to disclose or use, any Confidential Information (as such term is hereinafter defined) with respect to any Party hereto, furnished, or to be furnished, by any Party hereto to any other Party in connection herewith at any time or in any manner and will not use such information other than in connection with the transactions contemplated by this Agreement and the other agreements contemplated herein.
a. This Section will apply to all Confidential Information disclosed by one Party to the other Party in connection with the transaction contemplated herein. “Confidential Information” includes any trade secrets, knowledge, data or other proprietary or confidential information relating to products, processes, customer lists, business plans, marketing plans and strategies, financial information or other subject matter pertaining to any business of either Party or of any of either Party’s clients, consultants or licensees, whether communicated in writing or orally, and the existence, terms, and conditions of this Agreement and the other agreements contemplated herein.
b. If the transactions described in this Agreement are not consummated, each Party will promptly return to the other Party or destroy all documents, contracts, records or properties of or with respect to the other Party or its business or assets. No disclosure of the transaction proposed hereby shalt be made by one Party without the approval of the other Party except as may be required by law. Any Party intending to make any disclosure required by law shall notify and consult with the other Party in advance. The provisions of this paragraph shall survive the termination of this Agreement for any reason.
c. Upon consummation of the transactions described in this Agreement, the Parties may, should they so choose, jointly prepare and approve any press releases concerning the transactions contemplated by this Agreement and the other agreements contemplated herein, the Parties hereto with respect to the Purchased Assets, and such other communications to clients, growers and members of the trade with respect to the Business, as they mutually agree, which such releases and communications shall not disclose transaction values.
Confidentiality; Return of Documents. Unless and until the transactions ------------------------------------ contemplated by this Agreement are consummated, Monogenesis shall keep in confidence all proprietary and financial information of OWHC and OWE, and shall not, except to the extent required by law or to the extent any such information is otherwise publicly available, without the prior written consent of OWHC or OWE, reveal any such financial or proprietary information to any third party other than securities regulatory authorities in connection with the Registration Statement or counsel, accountants or experts retained by Monogenesis who shall be bound by the same restrictions. If the transactions contemplated by this Agreement are not consummated, at OWHC's or OWE's request, Monogenesis shall return to OWHC or OWE, as directed, all documents supplied to Monogenesis by either of them pursuant to the provisions of this Agreement.
