Exceptions to obligations. The provisions of Clause 3.1 shall not apply to Confidential Information which the Receiving Party can demonstrate by reasonable, written evidence: was, prior to its receipt by the Receiving Party from the Disclosing Party, in the possession of the Receiving Party and at its free disposal; or is subsequently disclosed to the Receiving Party without any obligations of confidence by a third party who has not derived it directly or indirectly from the Disclosing Party; or is independently developed by the Receiving Party by individuals who have not had any direct or indirect access to the Disclosing Party’s Confidential Information; or is or becomes generally available to the public through no act or default of the Receiving Party or its agents, employees, Affiliates or sub-licensees.
Appears in 2 contracts
Samples: Exclusive Licence Agreement, Non Exclusive License Agreement
Exceptions to obligations. The provisions of Clause 3.1 shall not apply to Confidential Information which the Receiving Party can demonstrate by reasonable, written evidence: was, prior to its receipt by the Receiving Party from the Disclosing Party, in the possession of the Receiving Party and at its free disposal; or is subsequently disclosed to the Receiving Party without any obligations of confidence by a third party who has not derived it directly or indirectly from the Disclosing Party; or is independently developed by the Receiving Party RPO by individuals who have not had any direct or indirect access to the Disclosing Party’s Confidential Information; or is or becomes generally available to the public through no act or default of the Receiving Party or its agents, employees, Affiliates or sub-licensees.
Appears in 2 contracts
Samples: Exclusive License Agreement, Exclusive License Agreement
Exceptions to obligations. The provisions of Clause 3.1 shall not apply to Confidential Information know-how and other information which the Receiving Party can demonstrate by reasonable, written evidence: :
3.2.1 was, prior to its receipt by the Receiving Party from the Disclosing Party, in the possession of the Receiving Party and at its free disposal; or or
3.2.2 is subsequently disclosed to the Receiving Party without any obligations of confidence by a third party who has not derived it directly or indirectly from the Disclosing Party; or is independently developed by the Receiving Party by individuals who have not had any direct or indirect access to the Disclosing Party’s Confidential Information; or or
3.2.3 is or becomes generally available to the public through no act or default of the Receiving Party or its agents, employees, Affiliates or sub-licensees.; or
3.2.4 the Receiving Party is required to disclose to the courts of any competent jurisdiction, or to any government regulatory agency or financial authority, provided that the Receiving Party shall:
Appears in 2 contracts
Samples: Repayable Advance Agreement (Volitionrx LTD), Deed of Novation (Volitionrx LTD)
Exceptions to obligations. The provisions of Clause 3.1 4.4 shall not apply to Know-how and Confidential Information which the Receiving Party can demonstrate by reasonable, written evidence: demonstrate:
(a) was, prior to its receipt by the Receiving Party from the Disclosing Party, in the possession of the Receiving Party and at its free disposal; or or
(b) is subsequently disclosed to the Receiving Party without any obligations of confidence confidentiality by a third party Third Party who has was not derived under a duty of confidentiality and did not derive it directly or indirectly from the Disclosing Party; or is independently developed by the Receiving Party by individuals who have not had any direct or indirect access to the Disclosing Party’s Confidential Information; or or
(c) is or becomes generally available to the public through no act or default of the Receiving Party or its agents, employees, Affiliates or sub-licensees.
Appears in 2 contracts
Samples: Development and License Agreement (Ym Biosciences Inc), Development and License Agreement (Ym Biosciences Inc)
Exceptions to obligations. The provisions of Clause 3.1 clause 3.2 shall not apply to Confidential Information which the Receiving Party can demonstrate by reasonable, written evidence: :
3.3.1 was, prior to its receipt by the Receiving Party from the Disclosing Party, in the possession of the Receiving Party and at its free disposal; or or
3.3.2 is subsequently disclosed to the Receiving Party without any obligations of confidence by a third party who has not derived it directly or indirectly from the Disclosing Party; or is independently developed by the Receiving Party by individuals who have not had any direct or indirect access to the Disclosing Party’s Confidential Information; or or
3.3.3 is or becomes generally available to the public through no act or default of the Receiving Party or its agents, employees, Affiliates Group Company or sub-licensees.; or
3.3.4 the Receiving Party is required to disclose to the courts of any competent jurisdiction, or to any government regulatory agency or financial authority, provided that the Receiving Party shall:
Appears in 1 contract
Samples: Collaborative Research Agreement (Ciphergen Biosystems Inc)