Contractor Confidential Information. All Contractor Confidential Information received by the County from Contractor will be held in trust and confidence from the date of disclosure by Contractor and discussions involving such Contractor Confidential Information shall be limited to the members of the County’s staff and the County’s subcontractors who require such information in the performance of this Agreement. The County acknowledges and agrees to respect the copyrights, registrations, trade secrets and other proprietary rights of Contractor in the Contractor Confidential Information during and after the term of the Agreement and shall at all times maintain the confidentiality of the Contractor Confidential Information provided to the County, subject to federal law and the laws of the State of Florida related to public records disclosure. Contractor shall be solely responsible for taking any and all action it deems necessary to protect its Contractor Confidential Information except as provided herein. Contractor acknowledges that the County is subject to public records legislation, including but not limited to Chapter 119, Florida Statutes, and the Florida Rules of Judicial Administration, and that any of the County’s obligations under this Section may be superseded by its obligations under any requirements of said laws.
Contractor Confidential Information. All Contractor Confidential Information received by the County from Contractor will be held in trust and confidence from the date of disclosure by Contractor and discussions involving such Contractor Confidential Information shall be limited to the members of the County’s staff and the County’s subcontractors who require such information in the performance of this Agreement. The County acknowledges and agrees to respect the copyrights, registrations, trade secrets and other proprietary rights of Contractor in the Contractor Confidential Information during and after the term of the Agreement and shall at all times maintain the confidentiality of the Contractor Confidential Information provided to the County, subject to federal law and the laws of the State of Florida related to public records disclosure. Contractor shall be solely responsible for taking any and all action it deems necessary to protect its Contractor Confidential Information except as provided herein. Contractor acknowledges that the County is subject to public records legislation,
Contractor Confidential Information. CONTRACTOR represents that the materials it is providing under this Agreement contain proprietary products and trade secrets of CONTRACTOR. To the fullest extent permissible under applicable law, OWNER agrees to treat the material as confidential under this article. CONTRACTOR must separately submit to OWNER any other material CONTRACTOR contends constitutes or contains trade secrets or is otherwise exempt from production under Florida public records laws (including Florida Statutes Chapter 119) (“Trade Secret Materials”) conspicuously labeled “EXEMPT FROM PUBLIC RECORD PRODUCT – TRADE SECRET.” Also, CONTRACTOR must, simultaneous with the submission of any Trade Secret Materials, provide a sworn affidavit from a person with personal knowledge attesting that the Trade Secret Materials constitute trade secrets under § 812.081, Fla. Stats. (2024) and stating the factual basis for same. If a third party submits a request to OWNER for records designated by CONTRACTOR as Trade Secret Materials, OWNER will refrain from disclosing the Trade Secret Materials, unless otherwise ordered by a court of competent jurisdiction or authorized in writing by CONTRACTOR. CONTRACTOR will indemnify and defend OWNER and its employees and agents from all claims, causes of action, losses, fines, penalties, damages, judgments, and liabilities of any kind, including attorney’s fees, litigation expenses, and court costs, relating to the non-disclosure of the Software or any Trade Secret Materials in response to a records request by a third party.
Contractor Confidential Information. Contractor represents that the Software and the Hosted Service contain proprietary products and trade secrets of Contractor. Accordingly, to the full extent permissible under applicable law, County agrees to treat the intellectual property within the Software or the Hosted Service as confidential in accordance with this article. Any other material submitted to County that Contractor contends constitutes or contains trade secrets or is otherwise exempt from production under Florida public records laws (including Florida Statutes Chapter 119) (“Trade Secret Materials”) must be separately submitted and conspicuously labeled “EXEMPT FROM PUBLIC RECORD PRODUCTION – TRADE SECRET.” In addition, Contractor must, simultaneous with the submission of any Trade Secret Materials, provide a sworn affidavit from a person with personal knowledge attesting that the Trade Secret Materials constitute trade secrets under Florida Statutes Section 812.081 and stating the factual basis for same. In the event that a third party submits a request to County for records designated by Contractor as Trade Secret Materials, County shall refrain from disclosing the Trade Secret Materials, unless otherwise ordered by a court of competent jurisdiction or authorized in writing by Contractor. Contractor shall indemnify and defend County and its employees and agents from any and all claims, causes of action, losses, fines, penalties, damages, judgments, and liabilities of any kind, including attorneys’ fees, litigation expenses, and court costs, relating to the nondisclosure of the Software or any Trade Secret Materials in response to a records request by a third party.
Contractor Confidential Information. OHSU is a public corporation and is subject to the Oregon Public Records Law (ORS 192). Contractor acknowledges that any information given by Contractor to OHSU, including, without limitation, the pricing, discounts, other terms of the purchase and other terms and conditions of this Contract is a public record and may be subject to disclosure under the Oregon Public Records Law. Subject to the foregoing and to the exceptions described below, XXXX agrees that it will keep confidential all information of Contractor labeled 'confidential information' or ‘proprietary information’ unless the information: (a) is or becomes publicly available through no fault of OHSU; (b) is developed or possessed by OHSU prior to, or independent of, disclosure from Contractor; (c) is or becomes available to OHSU on a non-confidential basis from a third-party source that is not bound by a duty of confidentiality known to OHSU; (d) is information that OHSU obtained Contractor’s written permission to disclose or use; (e) is disclosed pursuant to applicable federal, state or local law, regulation or a valid order issued by a court or governmental agency of competent jurisdiction; or (f) is disclosed to an employee, agent, consultant or contractor of OHSU (including, without limitation, its legal and accounting advisors), for business, regulatory or financial purposes.
Contractor Confidential Information. Subject to this Clause 16, DT Global or the Donor must not, without your prior written approval, make public or disclose to any person any Contractor Confidential Information.
Contractor Confidential Information. 12.4.1 Except as required by the CPUC, SCE, its employees and any Subcontractors of SCE shall not disclose any confidential or proprietary information provided to SCE by Contractor (“Contractor’s Confidential Information”) to any person other than Contractor’s personnel, either during the Term of the Agreement, or after its completion, without having obtained the prior written consent of Contractor. By way of example, Contractor’s Confidential Information shall include, without limitation, Contractor’s systems for oil degassing, CFC recovery, CFC-11 and HCFC and HCF and PCB recovery and Contractor’s computer software. Prior to any approved disclosure, persons to receive Contractor’s Confidential Information, including SCE, its employees or any third-party, must enter into a nondisclosure agreement with Contractor. SCE agrees to require its employees to execute appropriate nondisclosure agreements prior to any contact with, or evaluation of Contractor’s Confidential Information
12.4.2 SCE agrees that, except as otherwise required by the CPUC, without the prior written consent of Contractor, SCE will not, during the Term or after termination or expiration of this Agreement, directly or indirectly, disclose to any individual, corporation, or other entity, or use for its own or such other’s benefit, any of Contractor’s Confidential Information, whether reduced to written or other tangible form, which:
(i) Is not generally known to the public or in the industry;
(ii) Has been treated by Contractor or any of its subsidiaries as confidential or proprietary; and
(iii) Is of a competitive advantage to Contractor or any of its subsidiaries and in the confidentiality of which Contractor or any of its subsidiaries has a legally protectable interest.
Contractor Confidential Information. 12.5.1 Except as required by the CPUC, SCE, its employees and any Subcontractors of SCE shall not disclose any confidential or proprietary information provided by Contractor (“Contractor’s Confidential Information”) to any person other than Contractor’s personnel, either during the term of the Agreement, or after its completion, without having obtained the prior written consent of Contractor. By way of example, Contractor’s Confidential Information shall include, without limitation, Contractor’s systems for oil degassing, CFC recovery, CFC-11 and HCFC and HCF recovery and Contractor’s computer software. Prior to any approved disclosure, persons to receive Contractor’s Confidential Information, including SCE, its employees or any third-party, must enter into a nondisclosure agreement with Contractor. SCE agrees to require its employees to execute appropriate nondisclosure agreements prior to any contact with, or evaluation of Contractor’s Confidential Information.
12.5.2 SCE agrees that, without the prior written consent of Contractor, it will not, during the term or after termination of this Agreement, directly or indirectly, disclose to any individual, corporation, or other entity, or use for its own or such other’s benefit, any of Contractor’s Confidential Information, whether reduced to written or other tangible form, which:
(i) Is not generally known to the public or in the industry;
(ii) Has been treated by Contractor or any of its subsidiaries as confidential or proprietary; and
(iii) Is of a competitive advantage to Contractor or any of its subsidiaries and in the confidentiality of which Contractor or any of its subsidiaries has a legally protect able interest.
12.5.3 Contractor’s Confidential Information which becomes generally known to the public or in the industry, or, in the confidentiality of which, Contractor and its subsidiaries cease to have a legally protectable interest, shall cease to be subject to the restrictions of this Section 12.
Contractor Confidential Information. AEC, for itself and on behalf of members of the AEC Group, agrees to treat as confidential and proprietary and not disclose (and shall ensure that members of the AEC Group not disclose) to others, during or subsequent to the term of this Agreement or any Work Order, without the express prior written consent of Contractor, which consent may be withheld for any reason or for no reason whatsoever, any information, whether verbal or written, of any description whatsoever (expressly including any technical information, experience or data) regarding plans, programs, plants, processes, products, costs, equipment, operations or customers of Contractor or any member of the Contractor Group, which may come within the knowledge of AEC or any member of the AEC Group during the performance of the Services hereunder or under any Work Order (collectively, "Contractor Confidential Information"). AEC agrees to take (and shall ensure that members of the AEC Group take) all necessary precautions, contractual and otherwise, to prevent unauthorized disclosure or use of any Contractor Confidential Information so obtained. The Contractor Confidential Information shall not include any information that: (i) is or was part of the public domain at the time of disclosure to AEC or properly became part of the public domain without violation of any obligation to maintain its confidentiality; (ii) was properly in the possession of AEC at the time of disclosure to AEC; or (iii) was received from a third party without similar restrictions and without breach of this Agreement.
Contractor Confidential Information. All Contractor Confidential Information received by the City from Contractor will be held in trust and confidence from the date of disclosure by Contractor and discussions involving such Contractor Confidential Information shall be limited to the members of the City's staff and the City's subcontractors who require such information in the performance of this Agreement. The City acknowledges and agrees to respect the copyrights, registrations, trade secrets and other proprietary rights of Contractor in the Contractor Confidential Information during and after the term of the Agreement and shall at all times maintain the confidentiality of the Contractor Confidential Information provided to the City, subject to federal law and the laws of the State of Florida related to public records disclosure. Contractor shall be solely responsible for taking any and all action it deems necessary to protect its Contractor Confidential Information except as provided herein. Contractor acknowledges the City is subject to public records legislation, including but not limited to Chapter 119, Florida Statutes, and the Florida Rules of Judicial Administration, and any of the City's obligations under this Section may be superseded by its obligations under any requirements of said laws. Keep and maintain public records required by the City to perform and/or provide the service or services contracted for herein. Upon request from the City’s custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the term of this Agreement and following completion of this Agreement if Contractor does not transfer the records to the City. Upon completion of this Agreement, transfer, at no cost, to the City all public records in possession of the Contractor or keep and maintain public records required by the City to perform the service. If the Contractor transfers all public records to the City upon completion of this Agreement, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains publ...
