Definition of Confidential and Proprietary Information. “Confidential Information” means trade secret other non-public information of or concerning a party or its business, suppliers, customers, products, or services, disclosed by a Party (“Disclosing Party”) to the other Party (“Receiving Party”). Without limitation, the Cyclomedia Offerings and Cyclomedia Data are Cyclomedia Confidential Information and Customer Data are Customer Confidential Information. Information will not be considered to be Confidential Information to the extent that it (i) is already known to Receiving Party on a non-confidential basis when first obtained from Disclosing Party, (ii) is or becomes publicly known through no wrongful act of Receiving Party, (iii) is rightfully received by Receiving Party from a third party without restriction, or (iv) was independently developed by Receiving Party without use of any Confidential Information of Disclosing Party. Neither party will use or disclose any Confidential Information of the other party except as permitted by these Terms. Confidential Information of Disclosing Party will be maintained under secure conditions by Receiving Party using reasonable security measures and, in any event, not less than the same security measures used by Receiving Party for the protection of its own Confidential Information.
Definition of Confidential and Proprietary Information. “Confidential and Proprietary Information” means any and all information, whether oral, written, or committed to Employee’s memory, that is not generally known by persons not employed by, or parties to contracts with, Company, whether prepared by Company or Employee, including but not limited to:
Definition of Confidential and Proprietary Information. “Confidential and Proprietary Information” shall mean information which is used in the Company’s business and (1) is proprietary to, about or created by the Company; (2) gives the Company some competitive business advantage or the opportunity of obtaining such advantage or the disclosure of which could be detrimental to the interest of the Company; or (3) is designated as Confidential and Proprietary Information by the Company, known by the Executive to be considered confidential by the Company, or from all relevant circumstances should reasonably be assumed by the Executive to be confidential and proprietary to the Company, except such Confidential and Proprietary Information that (i) becomes known generally to the public through no fault of the Executive, (ii) is required to be disclosed by the Executive in connection with the performance of his duties as set forth in this Agreement, (iii) the disclosure of which, is necessary to comply with the applicable federal, state or local laws, legal process or any order or mandate of a court or other governmental authority, (iv) is reasonably believed by the Executive, based upon the advice of legal counsel, to be required to be disclosed in defense of a lawsuit or other legal or administrative action brought against the Executive, and (v) the Executive can show was acquired, or is acquired after the date of this Agreement from a third party and such third party did not obtain such Confidential and Proprietary Information from the Executive subject to or in violation of obligations similar to those set forth in this Section 12; provided, however, that in the case of subparagraphs (iii) and (iv), the Executive shall give the Company reasonable advance written notice of the Confidential and Proprietary Information intended to be disclosed and the reasons and circumstances surrounding such disclosure, in order to permit the Company to seek a protective order or other appropriate request for confidential treatment of the applicable Confidential and Proprietary Information. Such Confidential and Proprietary Information includes, but is not limited to, the following types of information and other information of a similar nature (whether or not reduced to writing or designated as confidential):
Definition of Confidential and Proprietary Information. “Confidential” and “Proprietary” Information means any information: (a) from which the Company (or its customers, Clients, suppliers, joint venturers, licensors, distributors and others with whom the Company does business) derive independent economic value, actual or potential, from the fact that the information is not generally known to the public or to other persons who can obtain economic value from its disclosure or use, or (b) which is not generally known to the public and which, if disclosed, could cause embarrassment or other harm to the Company. Examples of Confidential and Proprietary Information include, but are not limited to: discoveries, improvements, processes, research, developments, products, designs, know-how, data, computer programs (including but not limited to all source code for those programs), formulae, business plans, business opportunities, information regarding pending transactions involving the Company, customer lists, financial data (both historical and projected), tax information and personnel information pertaining to the Company or third-party information disclosed to the Company.
Definition of Confidential and Proprietary Information. As used herein, the term "Confidential and Proprietary Information" means any and all information, oral or written, that is not generally known by persons not employed by or parties to contracts with Company, whether prepared by Company or Employee or whether in written form or committed to Employee's memory, including but not limited to:
(a) inventions, designs, discoveries, works of authorship, improvements or ideas, whether or not patentable or copyrightable, methods, processes, techniques, shop practices, formulae, compounds, or compositions developed or otherwise possessed by Company;
(b) the subject matter of Company's patents, design patents, copyrights, trade secrets, trademarks, service marks, trade names, trade dress, manuals, operating instructions and other industrial property to the extent that such information is unavailable to the public and/or is in incomplete stages of design or research and development;
(c) Company's information, knowledge or data concerning its financial data including financial statements and projections, pricing information, costs, sales, budgets and profits; business plans such as products and services under development, clinical trials, proposals, presentations, potential acquisitions under consideration and marketing strategies; manufacturing processes; organization structures, such as names of employees, consultants and their positions and compensation schedules; customer information such as surveys, customer lists, lists of prospective customers, customer research, customer meetings, customer account records, sales records, training and servicing materials, programs, techniques, sales and contracts; supplier and vendor information including lists and contracts; relational data models, company manuals and policies, computer programs, software and disks, source code, systems architecture, blue prints, flow charts, and licensing agreements;
(d) any document marked "Confidential," or any information which Employee has been told is "Confidential" or which Employee might reasonably expect Company would regard as "Confidential," or any information which has been given Company in confidence by customers, suppliers or other persons.
Definition of Confidential and Proprietary Information. Confidential Information" means all information published or unpublished, oral, written or electronic (including but not limited to server-based, internet-based, CD-ROM, DVD, and email) and conveyed in any form or media by a party (the “Disclosing Party”) that relates in any way to its past, present, and future business practices, operations, financial and investor information, business plans and development or customer opportunities, factory, customer, consultant, and other business contacts, patents, copyrights, trademarks, know-how, trade secrets, or other intellectual property, chemical formulas, chemical compositions, manufacturing, techniques, protocols, results and regulatory, clinical, business and application, processes and techniques, samples, drawings, blueprints, designs, specifications, diagrams, flowcharts, software and complete or partial coding, contracts, equipment, machinery, chemical processes, business methodologies, and technology of any type which has been disclosed either prior to or subsequent to the date of this Agreement directly or indirectly to the other party (the “Receiving Party”) as part of this Agreement. Confidential Information includes information generated by either party or generated on its behalf by third parties regarding its Confidential Information, such as reports, communications, and evaluations. For the purposes indicated below, the exchange of ALL information between the parties regarding Telesis Bio’s Products, Tools, and business activities shall be considered the Confidential Information of Telesis Bio (regardless of whether it is or is not stamped or marked “confidential”), unless otherwise mutually agreed.
Definition of Confidential and Proprietary Information. Confidential Information" means all information published or unpublished, oral, written or electronic (including but not limited to server-based, internet-based, CD-ROM, DVD, and email) and conveyed in any form or media that relates in any way to both Parties’ past, present, and future business practices, operations, financial and investor information, business plans and development or customer opportunities, factory, customer, consultant, and other business contacts, patents, copyrights, trademarks, know-how, trade secrets, or other intellectual property, chemical formulas, chemical compositions, manufacturing and application processes and techniques, samples, drawings, blueprints, designs, specifications, diagrams, flowcharts, software and complete or partial coding, contracts, equipment, machinery, chemical processes, business methodologies, and technology of any type which has been disclosed either prior to or subsequent to the date of this Agreement by the Disclosing Party directly or indirectly to the Receiving Party as part of this Agreement as well as either Party’s ongoing business activities and relationships. Said disclosure through business relationships includes but is not limited to information generated by either Party or generated on its behalf by third parties regarding the Confidential Information, such as reports, communications, and evaluations. For the purposes indicated below, the exchange of ALL information between the Parties regarding Seller Products and business activities shall be considered Confidential Information (regardless of whether it is or is not stamped or marked “confidential”), unless otherwise mutually agreed.
Definition of Confidential and Proprietary Information. The Executive hereby acknowledges that during the Term, the Executive shall or may make use of, acquire, create, develop or add to certain confidential and/or proprietary information regarding the Corporation and/or the Business (whether in existence prior to, as of or after the Effective Date, collectively, "Proprietary Information"), which Proprietary Information shall include, without limitation, all of the following materials and information (whether or not reduced to writing and whether or not patentable or protected by copyright): inventions, processes, formulae, programs, technical data, "know-how," procedures, manuals, confidential reports and communications, marketing methods, product sales or cost information, new product ideas or improvements, research and development programs, identities or lists of suppliers, vendors or customers, financial information of the Corporation of any nature whatsoever, or any other confidential or proprietary information relating to the Corporation and/or the Business. The parties hereto agree that the failure of any Proprietary Information to be marked or otherwise labelled as confidential or proprietary information shall not affect its status as Proprietary Information.
Definition of Confidential and Proprietary Information. “Confidential and Proprietary Information” means any and all information, whether oral, written, or committed to Jenusaitis’s memory that is not generally known by persons not employed by, or parties to contracts with the Company or its affiliates, whether prepared by the Company, its affiliates or Xxxxxxxxxx, including but not limited to:
Definition of Confidential and Proprietary Information. For purposes of this Agreement, Confidential and Proprietary Information shall include any and all information, drawings, reports, compositions, records, prototypes, samples, models, designs, formulae, specifications, software, strategies, research, results or plans, processes, machines, materials, methods of doing business, trade secrets, copyrighted information, business and financial information, purchasing, customer lists, investors, employees, business and contractual relationships, business forecasts, sales/merchandising, marketing plans or other such documents and things that may have been or may be supplied or made available by either party. This also includes all data or information that either party may discover while assessing property or procedures. The term "Confidential and Proprietary Information" shall not include any portion of the information which:
a. is, or later becomes, public knowledge other than by breach of the provisions of this Agreement; or
b. is in the possession of either party with the full right to disclose prior to its receipt from either party, as evidenced by written records; or
c. is independently received by from a third party, with no restrictions on disclosure; or
d. is subsequently developed by independently of the information received.
