Dealing with Confidential Information Sample Clauses

Dealing with Confidential Information. 1. The Party receiving Confidential Information from the other Party is obliged in particular to: a. treat Confidential Information in accordance with its specificity and protect it in an appropriate manner with at least the same degree of diligence as the Receiving Party protects its own information of such type, b. use any Confidential Information obtained in the course of the cooperation, and in relation to the cooperation solely for the purpose and scope defined jointly by the Parties, in particular for the realization of the Project, c. not copy or otherwise reproduce Confidential Information of the Disclosing Party, d. pass or transmit Confidential Information only to its employees, contractors or other persons who are directly involved in the realization of the Project (also called “Co- workers”), and only to the extent to which they are bound by the obligation of confidentiality which shall be at least the same as provided by this Agreement, e. notify, if possible, the Disclosing Party the need for disclosure of Confidential Information under the law (expressed in e.g. administrative decision, judgment/award or any other act of state power/authority/legal body) and take measures permitted by law to preserve the confidentiality of the Confidential Information upon and after their disclosure to the entity authorized by law (e.g. filing request for excluding openness of the proceedings), f. treat as confidential all of the information which even only might be Confidential Information, until its status is determined by the Disclosing Party. 2. Upon written request of the Disclosing Party, as well as in the event of cessation of the Project, the Receiving Party shall return any and all materials, documents and information preserving/containing Confidential Information or related ones, regardless of their form, together with all copies and studies, authorized or not. Receiving Party shall also at the request of the Disclosing Party submit a written declaration that all notes, memoranda, analyzes, reports and any other documents that contained Confidential Information of the Disclosing Party were destroyed, under the pain of recognizing that such Confidential Information has been disclosed to unauthorized person/entity. 3. The Parties are not obliged to keep confidential the information which: (a) is in the public domain, through means other than an unauthorized disclosure resulting from an act or omission by the Receiving Party or its Co-workers; (b) was...
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Dealing with Confidential Information. Upon the expiration or termination of this Agreement, the Recipient must immediately on demand return to the Provider any Confidential Information in its possession, including any medium that the Confidential Information has been disseminated to.
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Dealing with Confidential Information. The parties agree that the receiving party shall Use the Confidential Information only in connection with the project and not for any other purpose not keep the Confidential Information for longer than it is necessary for the implementation of the project or for the performance of its tasks within the framework of this project. Thereafter, the Confidential Information shall either be destroyed or deleted or returned to TenneT, immediately destroy or delete the Confidential Information at the request of TenneT or returns it to TenneT. If the Confidential Information is destroyed or deleted, the Receiving Party must prove the destruction or deletion of the Confidential Information by means of a written certificate signed either by a member of the management or by a member of the Executive Board.
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Dealing with Confidential Information. If requested by XXXXX, the Recipient must within 20 Business Days after termination of this Agreement: 11.2.1 return or destroy (at the Recipient’s option) all Confidential Information disclosed to the Recipient and its Representatives as part of the acquisition; and 11.2.2 certify that all Confidential Information has been returned or destroyed.
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Dealing with Confidential Information. 7.1 SmarterSoft shall ensure its employees, agents and contractors keep confidential all Confidential Information disclosed by the Client. SmarterSoft shall not disclose such information without the Client’s prior written approval.
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Dealing with Confidential Information. The Employee is obligated to keep confidential all information about NCR, its affiliated companies as defined by the German Companies Act, and its partners and customers that become known to him through his work for NCR. He may neither directly disclose this information to unauthorized third parties nor indirectly make access to it possible for third parties. This obligation shall be in effect both during the term and after the end of the employment relationship. If the Employee breaches the duty of confidentiality and data privacy, the Employee shall be liable to NCR and/or the customer and/or partner for any damage suffered as a result.
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Related to Dealing with Confidential Information

  • E4 Confidential Information Except to the extent set out in this clause or where disclosure is expressly permitted elsewhere in this Contract, each Party shall:

  • HANDLING OF CONFIDENTIAL INFORMATION The Company agrees to undertake the following in relation to IHiS’ Confidential Information: to maintain the same in confidence and to use it only for the Purpose and for no other purpose; not to make any commercial use thereof; not to use the same for the benefit of itself or of any third party other than pursuant to a further agreement with IHiS; not to use the same for the purpose of guiding or conducting a search of any information, materials or sources, whether or not available to the public, for any purpose whatsoever, including without limitation, for the purpose of demonstrating that any information falls within one of the exceptions in Clause 1.1(b); not to copy, reproduce, reverse engineer or reduce to writing any part thereof except as may be reasonably necessary for the Purpose and that any copies, reproductions or reductions to writing so made shall be the property of IHiS; not to disclose the Confidential Information whether to its employees or to third parties except in confidence to such of its Representatives who have been informed of the confidential nature thereof and who need to know the same for the Purpose and that: such Representatives are contractually obliged (whether by their contracts of employment or service, or otherwise) not to disclose the same or to use the same otherwise than for the Purpose; and the Company shall enforce such obligations at its expense, and to such extent as may be required by IHiS, in the event of a breach thereof that relates to IHiS' Confidential Information; to ensure the compliance to this NDA (including sub-clauses (a) to (f) above) on the part of its Representatives to whom Confidential Information is disclosed; and to apply to the Confidential Information no lesser security measures and degree of care than those which the Company applies to its own confidential or proprietary information of similar nature, but in no event less than reasonable care, and which the Company warrants as being adequate protection of such information from unauthorised disclosure, copying or use. The Company, as the principal party, shall be responsible and held liable for any breach of this NDA by any of its Representatives. If the Company is uncertain as to whether any information is Confidential Information, the Company shall treat the information as if it was Confidential Information, unless otherwise agreed by IHiS in writing. The Company shall immediately notify IHiS of any unauthorised disclosure or use of the Confidential Information of which the Company becomes aware and will take all steps which IHiS may require in relation to such unauthorised disclosure or use, or to prevent further unauthorised disclosure or use. Notwithstanding the foregoing, the Company shall be entitled to make any disclosure of the Confidential Information as required by law, but shall give IHiS not less than TWO (2) business days' notice of such disclosure and shall consult with IHiS prior to such disclosure with a view to avoiding such disclosure, if legally possible.

  • Access to Confidential Information Each party acknowledges that the other party, its employees or agents, may be given access to Confidential Information relating to the other parties' business or the operation of this Agreement or any negotiations relating to this Agreement.

  • Maintaining Confidential Information Executive reaffirms his obligations under the Confidentiality Agreement. Executive acknowledges and agrees that the payments provided in Section 3 above shall be subject to Executive’s continued compliance with Executive’s obligations under the Confidentiality Agreement.

  • Other Confidential Information The Parties agree that the confidentiality provisions under this Article Nineteen are separate from, and shall not impair or modify any other confidentiality agreements that may be in place between the Parties or their Affiliates; provided however, that the confidentiality provisions of this Article Nineteen shall govern confidential treatment of all non-public information exchanged between the Parties related directly or indirectly to this Agreement as of and after the Execution Date.

  • Confidential Information of Others Executive certifies that Executive has not, and will not, disclose or use during Executive’s time as an employee of the Company, any confidential information which Executive acquired as a result of any previous employment or under a contractual obligation of confidentiality or secrecy before Executive became an employee of the Company.

  • Confidential Information; Non-Disclosure In consideration of your access to certain Confidential Information (as defined below) of the Company, in connection with your business relationship with the Company, you hereby represent and agree as follows:

  • Trade Secrets and Confidential Information (i) Executive represents and warrants that Executive (A) is not subject to any legal or contractual duty or agreement that would prevent or prohibit Executive from performing the duties contemplated by this Agreement or otherwise complying with this Agreement, and (B) is not in breach of any legal or contractual duty or agreement, including any agreement concerning trade secrets or confidential information owned by any other party. (ii) Executive agrees that Executive will not (A) use, disclose or reverse engineer Trade Secrets or Confidential Information for any purpose other than the Company’s Business, except as authorized in writing by the Company; (B) during Executive’s employment with the Company, use, disclose or reverse engineer (1) any confidential information or trade secrets of any former employer or third party or (2) any works of authorship developed in whole or in part by Executive during any former employment or for any other party, unless authorized in writing by the former employer or third party; or (C) upon Executive’s resignation or termination with the Company (1) retain Trade Secrets or Confidential Information, including any copies existing in any form (including electronic form), which are in Executive’s possession or control or (2) destroy, delete or alter Trade Secrets or Confidential Information without the Company’s prior written consent. (iii) The obligations under this Section 8 shall remain in effect as long as Trade Secrets and Confidential Information constitute trade secrets or confidential information under applicable law. The confidentiality, property and proprietary rights protections available in this Agreement are in addition to, and not exclusive of, any and all other rights to which the Company is entitled under federal and state law, including, but not limited to, rights provided under copyright laws, trade secret and confidential information laws and laws concerning fiduciary duties.

  • Third Party Confidential Information Consultant recognizes that the Company has received and in the future will receive from third parties their confidential or proprietary information subject to a duty on the Company’s part to maintain the confidentiality of such information and to use it only for certain limited purposes. Consultant agrees that at all times during the term of this Agreement and thereafter, Consultant owes the Company and such third parties a duty to hold all such confidential or proprietary information in the strictest confidence and not to use it or to disclose it to any person, firm, corporation, or other third party except as necessary in carrying out the Services for the Company consistent with the Company’s agreement with such third party.

  • Return of Confidential Information Subject to Section 4.2(e) of this Agreement, upon the request of a party, the other party shall return all Confidential Information to the other; provided, however, (i) each party shall be permitted to retain copies of the other party’s Confidential Information solely for archival, audit, disaster recovery, legal and/or regulatory purposes, and (ii) neither party will be required to search archived electronic back-up files of its computer systems for the other party’s Confidential Information in order to purge the other party’s Confidential Information from its archived files; provided further, that any Confidential Information so retained will (x) remain subject to the obligations and restrictions contained in this Agreement, (y) will be maintained in accordance with the retaining party’s document retention policies and procedures, and (z) the retaining party will not use the retained Confidential Information for any other purpose.

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