Duty to Preserve Confidentiality. Executive acknowledges that he will be privy to strategic and sensitive business information, and that he will have access to confidential and proprietary information of the Company. Therefore, during the course of Executive’s employment and after such employment ends for any reason, (i) Executive will treat with utmost confidentiality all such strategic and sensitive business information and all such confidential and proprietary information (including, without limitation, “Proprietary Information” as that term is defined in Section 8(b) below), and (ii) except as required to conduct the business of the Company or as authorized in writing by the Company, Executive will not publish, disclose or use such information or authorize anyone else to publish, disclose or use it. Executive acknowledges that, in addition to his duties under this Agreement, he has common law and statutory duties as an employee to preserve the confidentiality of the Company’s trade secrets, and will continue to have such duties after his employment terminates for any reason.
Duty to Preserve Confidentiality. Except as otherwise provided herein, each Receiving Party agrees, for a period of two (2) years following the termination or expiration of this Framework Agreement, to hold in confidence all Confidential Information furnished by the Disclosing Party, to not disclose any Confidential Information to any third party, and to use Confidential Information solely for purposes of the transactions contemplated by this Framework Agreement and the other Transaction Agreements; provided, that such Confidential Information may be disclosed to Representatives of such Receiving Party as reasonably necessary in connection with the transactions contemplated by this Framework Agreement and the other Transaction Agreements, so long as such Representatives are similarly bound by an obligation of confidentiality (including by means of applicable policies of the Receiving Party).
Duty to Preserve Confidentiality. Without the prior written consent of the supplying Party, no receiving Party, its officers, agents, or employees shall, in any manner whatsoever for use in any way for its own account or for any third-party disclose or communicate to a third-party, any technical, engineering, manufacturing, business, financial, or other information or know-how (hereinafter referred to as the “Confidential Information”) generated by any Party hereto and acquired directly or indirectly by the other Party. Nothing in this Section 11.2 shall prevent disclosure or use of information: (i) previously known to the receiving Party; (ii) which is or later becomes public knowledge, by publication or otherwise, through no breach of this Agreement by the receiving Party; (iii) which is properly acquired by the receiving Party from a third party having the legal right to disclose such information; (iv) is required to be disclosed by a governmental or judicial authority; or (v) which the receiving Party can demonstrate in writing was independently developed without reference to or reliance upon the other Party’s Confidential Information. No receiving Party shall, in any manner whatever for use in any way for its own account or for the account of any third-party, disclose or communicate to a third-party, any Confidential Information for any purpose except for the purpose for which such Confidential Information was supplied, and such receiving Party shall take every reasonable precaution to protect the confidentiality of such information. Each Party acknowledges that any breach of any obligation under this Section 11.2 is likely to cause or threaten irreparable harm to the other Party, and accordingly, each Party agrees that in such event the non-breaching Party shall be entitled to equitable relief to protect its interests, including, but not limited to, preliminary and permanent injunctive relief.
Duty to Preserve Confidentiality. Each party shall use its best efforts, including, but not limited to, efforts fully commensurate with those employed by such party for the protection of its own confidential information, to protect the Confidential Information of the other party in such party's possession. Each party shall instruct its employees, agents, directors, officers, and any other person acting on such party's behalf to treat the other party's Confidential Information as confidential.
Duty to Preserve Confidentiality. Employees must not disclose any confidential information about the Centre or its clients except if: the disclosure is required by law; the disclosure is necessary for employees to perform their obligations under this agreement; the disclosure is reasonably made to a professional legal adviser; and there is consent given in writing to make the disclosure. These obligations continue after this agreement ends.
Duty to Preserve Confidentiality. Hartford and Juno agree that the Confidential Information of each party will be held and treated by the other and its Agents in confidence and will not, except as hereinafter provided, without the prior written consent of the affected party, be disclosed by the other party or its Agents in any manner whatsoever, in whole or in part to any person. Moreover, each party further agrees (i) to disclose Confidential Information of the other party only to its Agents who need to know the Confidential Information to further the objectives of this Agreement and who will be advised of this Agreement and agree to be bound by the terms of the Agreement; (ii) that the disclosing party shall be satisfied that such Agents will act in accordance herewith; and (iii) that, in any event, each party shall be responsible for any breach of this Agreement by its Agents. The Hartford further acknowledges that the service agreement pursuant to which Juno provides the Juno Services to the Juno Subscribers (as such may be amended from time to time, the "Service Agreement") embodies certain terms and conditions governing the use of and disclosure by Juno of information relating to the Juno Subscribers. The Hartford acknowledges that, notwithstanding any other term of this Agreement, under no circumstances can Juno be required to provide information to The Hartford about Juno Subscribers in a manner that would violate the restrictions set forth in the Service Agreement or that would violate applicable law or regulation.
Duty to Preserve Confidentiality. Without the prior written consent of the supplying Party, no receiving Party, its officers, agents, or employees shall, in any manner whatever for use in any way for its own account or for any third party disclose or communicate to a third party, any technical, engineering, manufacturing, business, financial, or other information and know how (hereinafter referred to as the "Confidential Information") generated by any Party hereto and acquired directly or indirectly by any other Party. Nothing in this section 10.2 shall prevent disclosure or use of information (i) already known to any Party; (ii) which is or becomes public knowledge without the fault of any Party; (iii) which is properly acquired by any Party from a third party having the legal right to such information; or (iv) is required to be disclosed by a proper governmental or judicial authority. No receiving Party shall, in any manner whatever for use in any way for its own account or for the account of any third party, disclose or communicate to a third party, any Confidential Information for any purpose except for the purpose of for which such Confidential Information was supplied, and such receiving Party will take every reasonable precaution to protect the confidentiality of such information. Each Party acknowledges that any breach of any obligation under this section 10.2 is likely to cause or threaten irreparable harm to the other Party, and accordingly, each Party agrees that in such event the non-breaching party shall be entitled to equitable relief to protect its interests, including, but not limited to, preliminary and permanent injunctive relief.
Duty to Preserve Confidentiality. Each Party shall keep con fidential all Confidential Information of the other Party which comes into its possession or control or is learned and, except as permitted by this Clause 25, shall not copy or disclose the Confidential Information (in whole or in part) to any third party without the prior written consent of the other Party (such consent not to be unreasonably withheld, conditioned or delayed).
