Disclosure Agreements Sample Clauses
Disclosure Agreements. The agreements and documents described in the Registration Statement, the Disclosure Package and the Prospectus conform in all material respects to the descriptions thereof contained therein and there are no agreements or other documents required by the Securities Act and the Securities Act Regulations to be described in the Registration Statement, the Disclosure Package and the Prospectus or to be filed with the Commission as exhibits to the Registration Statement, that have not been so described or filed. Each agreement or other instrument (however characterized or described) to which the Company is a party or by which it is or may be bound or affected and (i) that is referred to in the Registration Statement, the Disclosure Package and the Prospectus, and (ii) is material to the Company’s business, has been duly authorized and validly executed by the Company, is in full force and effect in all material respects and is enforceable against the Company and, to the Company’s knowledge, the other parties thereto, in accordance with its terms, except (x) as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditors’ rights generally, (y) as enforceability of any indemnification or contribution provision may be limited under the federal and state securities laws, and (z) that the remedy of specific performance and injunctive and other forms of equitable relief may be subject to the equitable defenses and to the discretion of the court before which any proceeding therefor may be brought. None of such agreements or instruments has been assigned by the Company, and neither the Company nor, to the Company’s knowledge, any other party is in default thereunder and, to the Company’s knowledge, no event has occurred that, with the lapse of time or the giving of notice, or both, would constitute a default thereunder, except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus. To the Company’s knowledge, performance by the Company of the material provisions of such agreements or instruments will not result in a violation of any existing applicable law, rule, regulation, judgment, order or decree of any governmental agency or court, domestic or foreign, having jurisdiction over the Company or any of its assets or businesses (each, a “Governmental Entity”), including, without limitation, those relating to environmental laws and regulations.
Disclosure Agreements. Often a customer will wish to have Axios sign a Non-Disclosure Agreement (“NDA”) before disclosing information about a proposed project. In many cases this will be unnecessary given the terms of this agreement. However, Axios is happy to oblige such a request. Axios has a standard form NDA which we can supply (this does not constitute legal advice in any way) or we are happy to review and potentially sign one provided by the customer. To avoid delays, the customer should ensure that any NDA provided does not attempt to adversely affect Axios’ fundamental rights with respect to records retention, confidentiality, privacy or intellectual property. Axios maintains internal information including meeting notes, e-mails, designs, source code, test/diagnostic data, documents and legal/contract paperwork (“records”). These records may be stored electronically or in hard-copy and they may reside either at our office(s) from time to time, our offsite physical records storage facility or on internal or external/ cloud hosted servers. At the completion of a project or the termination of Axios’ agreement with the customer, Axios will hand over materials supplied by the customer and any project artefacts that the customer is entitled to receive under the terms of that work. Despite any other term in these T&Cs or any NDA between the customer and Axios, either pre-existing or agreed upon in future, ▇▇▇▇▇ will retain copies of records of work conducted for the customer, including records which the customer may consider to be confidential information. These records will be retained for prudent risk management, taxation/R&D, quality management and other reasonable purposes. Axios will keep all such records reasonably secure and will only use them for purposes permitted by these T&Cs. Research and Development (“R&D”) registration and services Axios is registered under Section 29A of the Industry Research and Development Act 1986 (registration RSP88363). Axios may assist the customer in work that qualifies for the R&D Tax Incentives. Any advice given on the eligibility of such work, or any assistance in writing up project documentation or calculating project costs is to be considered general advice only. It must be reviewed by the customer and a tax practitioner prior to submission. Axios charges its consulting rate for any such work. R&D work requires forward planning The customer is reminded that the R&D Tax Incentive may require additional project documentation that is bet...
Disclosure Agreements. “Non-Disclosure Agreements” shall mean the Parent Non-Disclosure Agreement and the Company Non-Disclosure Agreement.
Disclosure Agreements. The disclosure of confidential information between ▇▇▇▇▇▇ and Qualzoom is subject to the terms and conditions of a Confidential Disclosure Agreement and any relevant Supplements thereto. No confidential information exchange between Qualzoom and ▇▇▇▇▇▇ shall occur until after a NDA is signed, which specifies what information is being exchanged.
Disclosure Agreements. In instances where the assigned internship provider demands it, you agree to sign a Non Disclosure Agreement with the assigned internship provider. Regardless of whether or not the assigned internship provider requires a written Non Disclosure Agreement, you agree to respect and keep confidential the intellectual property of the assigned internship provider.