Confidentiality Undertaking Clause Samples
A Confidentiality Undertaking is a contractual provision that obligates parties to keep certain information private and not disclose it to unauthorized third parties. Typically, this clause applies to sensitive business information, trade secrets, or proprietary data shared during the course of a business relationship, and may specify the duration of confidentiality and any exceptions, such as disclosures required by law. Its core function is to protect valuable or sensitive information from being misused or leaked, thereby preserving the competitive advantage and trust between the parties involved.
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Confidentiality Undertaking. You undertake (a) to keep the Confidential Information confidential and not to disclose it to anyone except as provided for by paragraph 2 and to ensure that the Confidential Information is protected with security measures and a degree of care that would apply to your own confidential information, (b) to use the Confidential Information only for the Permitted Purpose, (c) to use all reasonable endeavours to ensure that any person to whom you pass any Confidential Information (unless disclosed under paragraph [2.2 or] 2.3) acknowledges and complies with the provisions of this letter as if that person were also a party to it, and (d) not to make enquiries of any member of the Group or any of their officers, directors, employees or professional advisers relating directly or indirectly to the Acquisition.
Confidentiality Undertaking. You undertake:
Confidentiality Undertaking. You undertake (a) to keep all Confidential Information confidential and not to disclose it to anyone, save to the extent permitted by paragraph 2 below and to ensure that all Confidential Information is protected with security measures and a degree of care that would apply to your own confidential information, and (b) until the Acquisition is completed to use the Confidential Information only for the Permitted Purpose.
Confidentiality Undertaking. The Executive confirms that he is bound by the provisions of the Confidentiality Undertaking covenant set out in Schedule B hereto.
Confidentiality Undertaking. You undertake:
(a) To keep all Confidential Information confidential and not to disclose it to anyone, save to the extent permitted by paragraph 2 of this Agreement and to ensure that all Confidential Information is protected with security measures and the same degree of care as you would take in relation to your own confidential information;
(b) To keep confidential and not disclose to any except as provided for by paragraph 2 of this Agreement the fact that the Confidential Information has been made available or that discussions or negotiations are taking place or have taken place between us and you in connection with the Project; and
(c) To use Confidential Information only for the Permitted Purpose.
Confidentiality Undertaking. You undertake (a) to keep the Confidential Information confidential and not to disclose it to anyone except as provided for by paragraph 2 below and to ensure that the Confidential Information is protected with security measures and a degree of care that would apply to your own confidential information, (b) to use the Confidential Information only for the Permitted Purpose, (c) to use all reasonable endeavours to ensure that any person to whom you pass any Confidential Information (unless 3 delete if addressee is acting as broker or agent. 4 delete if addressee is acting as principal. disclosed under paragraph 2[(c)/(d)]5 below) acknowledges and complies with the provisions of this letter as if that person were also a party to it, and (d) not to make enquiries of any member of the Group or any of their officers, directors, employees or professional advisers relating directly or indirectly to the Acquisition.
Confidentiality Undertaking. We undertake (a) to keep the Confidential Information confidential and not to disclose it to anyone except as provided for by paragraph 2 below and to ensure that the Confidential Information is protected with security measures and a degree of care that would apply to our own confidential information, (b) to use the Confidential Information only for the Permitted Purpose, (c) to use all reasonable endeavours to ensure that any person to whom we pass any Confidential Information (unless disclosed under paragraph 2(b) below) acknowledges and complies with the provisions of this letter as if that person were also a party to it and (d) not to make enquiries of any member of the Group or any of their officers, directors, employees or professional advisers relating directly or indirectly to the Facilities, other than directly to the Group Treasurer of Vodafone.
Confidentiality Undertaking. All documentation and other information of whatever kind and nature supplied or disclosed directly or indirectly by the Agency under this Contract or Contract Change Notices (CCN) to this Contract, including also, but not limited to, software in source code and object code, interfaces, specifications of software or interfaces, algorithms, ideas and principles, which underlay any element of software, including those which underlay interfaces, and other related know how, as well as all documentation and other information provided and/or produced by the Contractor or the Agency under this Contract is deemed to be “ESA Unclassified - Proprietary Information”, even if not marked as such, and the provisions of Clause 38.1 of the GCC and the ESA Security Directives shall apply. In addition to Clause 38 of the GCC, the Parties agree that the Contractor shall not disclose (as defined in Annex IV of the GCC) and shall hold in confidence any such documentation, other information and Deliverables in accordance with Clause 38 of the GCC and the provision contained herein. The Contractor shall ensure that his staff observes complete discretion during and after the performance of the Contract with regard to the subject matter of the Contract or CCNs to this Contract as well as any work rendered or delivery made in connection therewith. The Contractor shall ensure that each member of the Contractor’s staff assigned to this Contract is aware of the above and has signed the “Confidentiality Undertaking” in accordance with the model attached in Appendix 5 hereto. The Contractor shall take all required steps in order to support and insure the full compliance of the respective staff with this Confidentiality Undertaking. The Contractor’s responsible Technical Officer shall keep at the disposal of the Agency all signed “Confidentiality Undertaking” statements and supply copies of such statements to the Agency, if requested. In addition to the above, formal confidentiality procedures and additional security requirements may be established by way of a CCN. The Contractor herewith undertakes to comply with such procedures and additional security requirements and to obtain all required security clearances for his company, his sites and his staff. The Contractor shall ensure that his Sub-Contractors and their staff shall equally comply with the above regulations.
Confidentiality Undertaking. You undertake:
(A) to keep the Confidential Information confidential and not to disclose it to anyone except as provided for by paragraph 2 below and to ensure that the Confidential Information is protected with security measures with a degree of care not less than that which you would apply to your own confidential information;
(B) to keep confidential and not disclose to anyone except as provided for by paragraph 2 below the fact that the Confidential Information has been made available or that discussions or negotiations are taking place or have taken place between us;
(C) to use the Confidential Information only for the Permitted Purpose;
(D) to ensure that any person to whom you pass any Confidential Information in accordance with paragraph 2 (unless disclosed under paragraph 2(B) below) acknowledges and complies with the provisions of this letter as if that person were also a party to it; and
(E) not to make enquiries in relation to the Confidential Information of any other person, whether a third party or any member of the Group or any of their officers, directors, employees or professional advisers, save for such officers, directors, employees or professional advisers as may be expressly nominated by us for this purpose, provided that this paragraph shall not prevent or restrict you from conducting and completing all necessary and appropriate due diligence in accordance with your normal credit and underwriting approval processes and as required to be performed in order to obtain any requisite credit or underwriting approvals in relation to your possible participation in the Facility.
Confidentiality Undertaking. You undertake:
(a) to keep the Confidential Information confidential and not to disclose it to anyone except as provided for by paragraph 2 below and to ensure that the Confidential Information is protected with security measures and a degree of care that would apply to your own confidential information;
(b) to keep confidential and not disclose to anyone the fact that the Confidential Information has been made available or that discussions or negotiations are taking place or have taken place between us in connection with the Facility;
(c) to use the Confidential Information only for the Permitted Purpose;
(d) to use all reasonable endeavours to ensure that any person to whom we pass any Confidential Information (unless disclosed under sub-paragraph 2(b) below) acknowledges and complies with the provisions of this letter as if that person were also a party to it; and
(e) not to make enquiries of any member of the Borrower Group or any of their officers, directors, employees or professional advisers relating directly or indirectly to the Facility.