Essential Obligation Sample Clauses

Essential Obligation. 1. Confidential Information must be held in confidence and disclosed only to those employees or agents whose duties reasonably require access to such information. Recipient must protect the Owner’s Confidential Information using at least the same degree of care, but no less than a reasonable degree of care, to prevent the unauthorized use, disclosure or duplication (except as required for backup systems) of such Confidential Information as Recipient uses to protect its own confidential information of a similar nature. 2. Because Elan is a federally-regulated financial institution that must comply with the safeguards for Customer Information contained in the Xxxxx-Xxxxx-Xxxxxx Act (“GLBA”) and regulations promulgated pursuant to GLBA, ATM Owner, ATM Manager and Carrier must each establish appropriate measures designed to safeguard Customer Information. Specifically, ATM Owner, ATM Manager and Carrier must establish and maintain data security policies and procedures designed to ensure the following: (a) Security and confidentiality of Customer Information; (b) Protection against anticipated threats or hazards to the security or integrity of Customer Information; (c) Protection against the unauthorized access or use of Customer Information. 3. ATM Owner, ATM Manager and Carrier must permit Elan to monitor and audit their compliance with this Section during regular business hours upon not less than 48 hours’ notice to the ATM Owner, ATM Manager or Carrier and to provide to Elan copies of audits and system test results acquired by ATM Owner, ATM Manager and Carrier in relation to the data security policies and procedures designed to meet the requirements set forth above.
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Essential Obligation. (1) Confidential Information must be held in confidence and disclosed only to those employees or agents whose duties reasonably require access to such information. Recipient must protect the Owner’s Confidential Information using at least the same degree of care, but no less than a reasonable degree of care, to prevent the unauthorized use, disclosure or duplication (except as required for backup systems) of such Confidential Information as Recipient uses to protect its own confidential information of a similar nature. Recipient shall establish and maintain data safeguards against the destruction, loss, alteration of or unauthorized access to Owner’s Confidential Information in the possession of Recipient. (2) Each party must establish and maintain data security policies and procedures designed to ensure the following: a) security and confidentiality of Customer Information; b) protection against anticipated threats or hazards to the security or integrity of Customer Information; and c) protection against the unauthorized access or use of Customer Information. (3) Lender must permit U.S. Bank to monitor and/or audit Lender’s compliance with this Section during regular business hours upon not less than forty-eight hours’ notice to Lender and provide U.S. Bank copies of audits and system test results acquired by Lender in relation to the data security policies and procedures designed to meet the requirements set forth above.
Sample 1Sample 2
Essential Obligation. (1) Confidential Information must be held in confidence and disclosed only to those employees or agents whose duties reasonably require access to such information. Recipient must protect the Owner’s Confidential Information using at least the same degree of care, but no less than a reasonable degree of care, to prevent the unauthorized use, disclosure or duplication (except as required for backup systems) of such Confidential Information as Recipient uses to protect its own confidential information of a similar nature. Recipient shall establish and maintain data safeguards against the destruction, loss, alteration of or unauthorized access to Owner’s Confidential Information in the possession of Recipient. (2) Because Client is a federally-regulated financial institution that must comply with the safeguards for Customer Information contained in the Xxxxx-Xxxxx-Xxxxxx Act (“GLBA”) and regulations promulgated pursuant to GLBA, Licensor , as an entity that maintains, processes, or otherwise is permitted access to Customer Information, must establish and maintain data security policies and procedures designed to ensure the following: a) security and confidentiality of Customer Information; b) protection against anticipated threats or hazards to the security or integrity of Customer Information; and c) protection against the unauthorized access or use of Customer Information. (3) Licensor must permit Client to monitor and/or audit Licensor's compliance with this Section during regular business hours upon not less than 48 hours’ prior written notice to Licensor and provide Client copies of audits and system test results acquired by Licensor in relation to the data security policies and procedures designed to meet the requirements set forth above.
Sample 1
Essential Obligation. Confidential Information must be held in confidence and disclosed only to those employees or agents whose duties reasonably require access to such information in connection with the services. Recipient must protect the Owner’s Confidential Information using at least the same degree of care, but no less than a reasonable degree of care, to prevent the unauthorized use, disclosure or duplication (except as required for backup systems) of such Confidential Information as Recipient uses to protect its own confidential information of a similar nature. Recipient shall establish and maintain data safeguards against the destruction, loss, alteration of or unauthorized access to Owner’s Confidential Information in the possession of Recipient. Recipient must report as soon as practicable but in no less than two (2) business days any actual or suspected violation of the confidentiality provisions to the Owner to the extent allowed and take all reasonable and further steps as required to prevent, control or remedy any such violation. In the unlikely event that a Party receives Confidential Information as an unintended recipient, both Parties agree to maintain the information as Confidential Information and destroy said Confidential Information.
Sample 1
Essential Obligation. Consultant shall retain the Confidential Information in secret, shall not utilize the Confidential Information for the benefit of Consultant or any third party, and shall not divulge, furnish, or make accessible Confidential Information to any third party. Consultant shall use the Confidential Information solely and exclusively for the purpose of performing under or receiving the benefit of the Agreement. Upon the earlier of DYNA’s request, or the date of expiration or termination of this Agreement, Consultant will return to DYNA all documents, copies thereof, including electronic or digital copies, and other material fixed in tangible form in the possession of Consultant that pertains to the business of DYNA, including, but not limited to, Confidential Information, as well as all copies, adaptations and independent compilations thereof in Consultant’s possession.
Sample 1
Essential Obligation. 1. Confidential Information must be held in confidence and disclosed only to those employees or agents whose duties reasonably require access to such information. Recipient must protect the Owner’s Confidential Information using at least the same degree of care, but no less than a reasonable degree of care, to prevent the unauthorized use, disclosure or duplication (except as required for backup systems) of such Confidential Information as Recipient uses to protect its own confidential information of a similar nature. 2. Because Elan is a subsidiary of a federally-regulated financial institution that must comply with the safeguards for Customer Information contained in the Xxxxx-Xxxxx-Xxxxxx Act (“GLBA”) and regulations promulgated pursuant to GLBA, ATM Owner, ATM Manager and Carrier must each establish appropriate measures designed to safeguard Customer Information. Specifically, ATM Owner, ATM Manager and Carrier must establish and maintain data security policies and procedures designed to ensure the following: (a) security and confidentiality of Customer Information; (b) protection against anticipated threats or hazards to the security or integrity of Customer Information; (c) protection against the unauthorized access or use of Customer Information. 3. Elan has a non-waivable, statutorily mandated obligation to monitor and audit the ATM Owner, ATM Manager and Carrier’s compliance with this Section to verify that adequate safeguards are in effect to assure these protections occur. ATM Owner, ATM Manager and Carrier agree to fully cooperate during regular business hours upon not less than 48 hours’ notice to the ATM Owner, ATM Manager or Carrier to provide to Elan documentation reasonably required to provide confirmation of satisfactory completion of audits and system test results acquired by ATM Owner, ATM Manager and Carrier in relation to the data security policies and procedures designed to meet the requirements set forth above.
Sample 1
Essential Obligation. (1) Confidential Information must be held in confidence and disclosed only to those employees or agents whose duties reasonably require access to such information. Recipient must protect the Owner's Confidential Information using at least the same degree of care, but no less than a reasonable degree of care, to prevent the unauthorized use, disclosure or duplication (except as required for backup systems) of such Confidential Information as Recipient uses to protect its own confidential information of a similar nature. (2) Because Genpass is part of a federally-regulated financial institution that must comply with the safeguards for Customer Information contained in the Gramm-Leach-Bliley Axx ("XXXX") xxx xxgulations promulgated pursuant to GLBA, Customer must each establish appropriate measures designed to safeguard Customer Information. Specifically, Customer must establish and maintain data security policies and procedures designed to ensure the following: - security and confidentiality of Customer Information; - protection against anticipated threats or hazards to the security or integrity of Customer Information; - protection against the unauthorized access or use of Customer Information. (3) Customer must permit Genpass to monitor and audit their compliance with this Section during regular business hours upon not less than 48 hours' notice to the Customer and to provide to Genpass copies of audits and system test results acquired by Customer in relation to the data security policies and procedures designed to meet the requirements set forth above.
Sample 1
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Essential Obligation. The Receiving Party shall disclose the Disclosing Party’s Confidential Information only to (a) for Supplier, its employees, agents and subcontractors, and (b) for Customer, its employees, agents, members, managers, joint venture partners, contractors, consultants, Affiliates and representatives, in each case who have an absolute need to know such information in order to carry out this Agreement, who are informed of the confidential nature of such information, and who shall agree to be bound by obligations of confidentiality no less onerous than those set forth in this Agreement (hereinafter collectively referred to as “Representatives”). The Receiving Party shall be responsible for any breach of confidentiality by its Representatives (including those Representatives who subsequent to obtaining the Disclosing Party’s Confidential Information become former Representatives of the Receiving Party). The Receiving Party shall take, at its sole cost and expense, all reasonable measures, including but not limited to court proceedings, to restrain its Representatives from unauthorized disclosure or use of the Disclosing Party’s Confidential Information. Except for disclosure to its Representatives under the conditions noted above, the Receiving Party shall retain the Disclosing Party’s Confidential Information in secret, shall not utilize the Disclosing Party’s Confidential Information for the benefit of the Receiving Party or any third party, and shall not divulge, furnish, or make accessible the Disclosing Party’s Confidential Information to any third party. The Receiving Party shall use the Disclosing Party’s Confidential Information solely and exclusively for the purpose of performing under or receiving the benefit of the Agreement. The foregoing does not limit the license in Sections 2.1 and Error! Reference source not found..
Sample 1

Related to Essential Obligation

  • Financial Obligation While this contract is in effect, the student is required to meet the financial obligations of this contract. Housing fees are charged through the Account Services Office. Students must pay their accounts per the policies of that office.

  • Confidential Obligations Licensor and Licensee each recognize that the other Party’s Confidential Information constitutes highly valuable and proprietary confidential information. Licensor and Licensee each agree that during the Term and for five (5) years thereafter, it will keep confidential, and will cause its employees, consultants (including academic collaborators and CROs), professional advisors, Affiliates and, in the case of Licensee, Sublicensees to keep confidential, all Confidential Information of the other Party. Neither Licensor nor Licensee nor any of their respective employees, consultants, Affiliates or, in the case of Licensee, Sublicensees, shall use any Confidential Information of the other Party for any purpose whatsoever other than exercising any rights granted to it hereunder or as expressly permitted in this Article 5. Licensee may disclose Licensor’s Confidential Information to the extent such disclosure is reasonably necessary to file and prosecute patent applications and/or maintain patents which are filed or prosecuted in accordance with the provisions of this Agreement, or to obtain any authorization to conduct clinical studies or any regulatory approval for Licensed Products. Each Party may disclose the other Party’s Confidential Information as reasonably necessary to file, conduct or defend litigation in accordance with the provisions of this Agreement or comply with applicable laws, regulations or court orders; provided, however, that if a Party is required to make any such disclosure of the other Party’s Confidential Information in connection with any of the foregoing, it will give reasonable advance notice to the other Party of such disclosure requirement and will use reasonable efforts to assist such other Party in efforts to secure confidential treatment of such information required to be disclosed.

  • Other Material Obligations Default in the payment when due, or in the performance or observance of, any material obligation of, or condition agreed to by, any Loan Party with respect to any material purchase or lease of goods or services where such default, singly or in the aggregate with all other such defaults, might reasonably be expected to have a Material Adverse Effect.

  • FINANCIAL OBLIGATIONS There will be no transfer of funds between the Parties under this Agreement and each Party will fund its own participation. All activities under or pursuant to this Agreement are subject to the availability of funds, and no provision of this Agreement shall be interpreted to require obligation or payment of funds in violation of the Anti-Deficiency Act, (31 U.S.C. § 1341).

  • Failure to Perform Obligations In the event Business Associate fails to perform its obligations under this Agreement, Covered Entity may immediately discontinue providing PHI to Business Associate. Covered Entity may also, at its option, require Business Associate to submit to a plan of compliance, including monitoring by Covered Entity and reporting by Business Associate, as Covered Entity in its sole discretion determines to be necessary to maintain compliance with this Agreement and applicable law.

  • Obligations During the Employment Term, Executive will perform his duties faithfully and to the best of his ability and will devote his full business efforts and time to the Company. For the duration of the Employment Term, Executive agrees not to actively engage in any other employment, occupation or consulting activity for any direct or indirect remuneration without the prior approval of the Board.

  • No Financial Obligation No provision of this Escrow Agreement shall require the Escrow Agent to risk or advance its own funds or otherwise incur any financial liability or potential financial liability in the performance of its duties or the exercise of its rights under this Escrow Agreement.

  • Failure to Perform In the event of a failure of performance due under this Agreement and if it becomes necessary for either party to undertake legal action against the other on account thereof, then the prevailing party shall be entitled to reasonable attorney’s fees in addition to costs and necessary disbursements.

  • Parties to Perform Obligations 16.4.1 Notwithstanding the existence of any Dispute and difference referred to the Appropriate Commission and save as the Appropriate Commission may otherwise direct by a final or interim order, the Parties hereto shall continue to perform their respective obligations (which are not in dispute) under this Agreement.

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