Exceptions to Prohibited Use Sample Clauses

Exceptions to Prohibited Use. The obligations and limitations imposed on the Interested Party and its Representatives hereunder shall not apply to any Confidential Information: (a) which is or becomes generally available to the public other than as a result of its disclosure or other dissemination or communication by the Interested Party or its Representatives; or (b) which becomes available to the Interested Party or its Representatives on a non-confidential basis from a source other than the Corporation or its representatives, provided that such source is not then bound by a confidentiality agreement with the Corporation or otherwise prohibited from transmitting the Confidential Information to the Interested Party or its Representatives by contractual, legal or fiduciary obligation. In addition, the obligations and restrictions imposed on the Interested Party and its Representatives hereunder shall not extend to prohibit the Interested Party from discussing the Proposed Transactions with and disclosing any of the Confidential Information to: (i) any other person who has signed a confidentiality agreement with the Corporation in substantially the form of the agreement constituted by this letter regarding any of the Proposed Transactions; and (ii) any governmental or regulatory body in Canada having jurisdiction over the operations of the Corporation or any part thereof or over the Interested Party in connection with its participation in any of the Proposed Transactions, provided that the disclosure, dissemination or other communication of any of the Confidential Information to such governmental or regulatory body is made on a confidential basis and such confidential basis is either provided for by applicable law or recognized in writing by the relevant body. Notwithstanding the foregoing provisions of this paragraph 5, in the event that the Interested Party or its Representatives are required by law or governmental action to disclose any of the Confidential Information, the Interested Party and/or its Representatives will deliver to the Corporation prompt prior notification of such requirement(s) so that the Corporation may seek an appropriate protective order and/or waive compliance by the Interested Party or its Representatives with the provisions of this letter. If, failing the obtaining of a protective order or the delivery of such a waiver, the Interested Party is, in the written opinion of its legal counsel, compelled to disclose, disseminate or otherwise communicate the Confide...
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Related to Exceptions to Prohibited Use

  • Permitted and Prohibited Uses 1.1. The Data may only be used for linguistic education and research, including but not limited to information retrieval, document understanding, machine translation or speech recognition. 1.2. User shall not publish, retransmit, display, redistribute, reproduce or commercially exploit the Data in any form, except that User may include limited excerpts from the Data in articles, reports and other documents describing the results of User’s linguistic education and research.

  • Prohibited Uses You may use the Website only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Website: • In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries). • For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise. • To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards set out in these Terms of Use. • To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any "junk mail," "chain letter," "spam," or any other similar solicitation. • To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing). • To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website, or expose them to liability. Additionally, you agree not to: • Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Website, including their ability to engage in real time activities through the Website. • Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website. • Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent. • Use any device, software, or routine that interferes with the proper working of the Website. • Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful. • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website. • Attack the Website via a denial-of-service attack or a distributed denial-of-service attack. • Otherwise attempt to interfere with the proper working of the Website.

  • Prohibited Use You may not use the Website for any of the following purposes:

  • Permitted Uses BA shall use Protected Information only for the purpose of performing BA’s obligations under the Contract and as permitted or required under the Contract and Addendum, or as required by law. Further, BA shall not use Protected Information in any manner that would constitute a violation of the Privacy Rule or the HITECH Act if so used by CE. However, BA may use Protected Information as necessary (i) for the proper management and administration of BA;

  • Prohibited use of card (a) You must not use the card, and/or otherwise operate the card account to pay the current balance. (b) You shall not use and we will not permit the card to be used to effect any card transaction which would contravene the laws of any jurisdiction.

  • Permitted Use (a) Tenant shall, at all times during the Term, and at any other time that Tenant shall be in possession of any Property, continuously use and operate, or cause to be used and operated, such Property as a skilled nursing/ intermediate care/independent living/assisted living/ special care/group home facility as currently operated, and any uses incidental thereto. Tenant shall not use (and shall not permit any Person to use) any Property, or any portion thereof, for any other use without the prior written consent of Landlord, which approval shall not be unreasonably withheld, delayed or conditioned. No use shall be made or permitted to be made of any Property and no acts shall be done thereon which will cause the cancellation of any insurance policy covering such Property or any part thereof (unless another adequate policy is available) or which would constitute a default under any ground lease affecting such Property, nor shall Tenant sell or otherwise provide to residents or patients therein, or permit to be kept, used or sold in or about any Property any article which may be prohibited by law or by the standard form of fire insurance policies, or any other insurance policies required to be carried hereunder, or fire underwriter’s regulations. Tenant shall, at its sole cost (except as expressly provided in Section 5.1.2(b)), comply or cause to be complied with all Insurance Requirements. Tenant shall not take or omit to take, or permit to be taken or omitted to be taken, any action, the taking or omission of which materially impairs the value or the usefulness of any Property or any part thereof for its Permitted Use. (b) In the event that, in the reasonable determination of Tenant, it shall no longer be economically practical to operate any Property as currently operated, Tenant shall give Landlord Notice thereof, which Notice shall set forth in reasonable detail the reasons therefor. Thereafter, Landlord and Tenant shall negotiate in good faith to agree on an alternative use for such Property, appropriate adjustments to the Additional Rent and other related matters; provided, however, in no event shall the Minimum Rent be reduced or abated as a result thereof. If Landlord and Tenant fail to agree on an alternative use for such Property within sixty (60) days after commencing negotiations as aforesaid, Tenant may market such Property for sale to a third party. If Tenant receives a bona fide offer (an “Offer”) to purchase such Property from a Person having the financial capacity to implement the terms of such Offer, Tenant shall give Landlord Notice thereof, which Notice shall include a copy of the Offer executed by such third party. In the event that Landlord shall fail to accept or reject such Offer within thirty (30) days after receipt of such Notice, such Offer shall be deemed to be rejected by Landlord. If Landlord shall sell the Property pursuant to such Offer, then, effective as of the date of such sale, this Agreement shall terminate with respect to such Property, and the Minimum Rent shall be reduced by an amount equal to the product of the net proceeds of sale received by Landlord multiplied by the Interest Rate. If Landlord shall reject (or be deemed to have rejected) such Offer, then, effective as of the proposed date of such sale, this Agreement shall terminate with respect to such Property, and the Minimum Rent shall be reduced by an amount equal to the product of the projected net proceeds determined by reference to such Offer multiplied by the Interest Rate.

  • Outside Activities (a) The General Partner, for so long as it is the General Partner of the Partnership (i) agrees that its sole business will be to act as a general partner or managing member, as the case may be, of the Partnership and any other partnership or limited liability company of which the Partnership is, directly or indirectly, a partner or member and to undertake activities that are ancillary or related thereto (including being a Limited Partner in the Partnership) and (ii) shall not engage in any business or activity or incur any debts or liabilities except in connection with or incidental to (A) its performance as general partner or managing member, if any, of one or more Group Members or as described in or contemplated by the IPO Registration Statement, (B) the acquiring, owning or disposing of debt securities or equity interests in any Group Member, (C) the guarantee of, and mortgage, pledge, or encumbrance of any or all of its assets in connection with, any indebtedness of any Group Member or (D) the performance of its obligations under the Omnibus Agreement. (b) Subject to the terms of Section 7.5(c), each Unrestricted Person (other than the General Partner) shall have the right to engage in businesses of every type and description and other activities for profit and to engage in and possess an interest in other business ventures of any and every type or description, whether in businesses engaged in or anticipated to be engaged in by any Group Member, independently or with others, including business interests and activities in direct competition with the business and activities of any Group Member, and none of the same shall constitute a breach of this Agreement or any duty otherwise existing at law, in equity or otherwise, to any Group Member or any Partner. None of any Group Member, any Limited Partner or any other Person shall have any rights by virtue of this Agreement, any Group Member Agreement, or the partnership relationship established hereby in any business ventures of any Unrestricted Person. (c) Subject to the terms of Section 7.5(a) and Section 7.5(b), but otherwise notwithstanding anything to the contrary in this Agreement, (i) the engaging in competitive activities by any Unrestricted Person (other than the General Partner) in accordance with the provisions of this Section 7.5 is hereby approved by the Partnership and all Partners, (ii) it shall be deemed not to be a breach of any duty or any other obligation of any type whatsoever of the General Partner or any other Unrestricted Person for the Unrestricted Persons (other than the General Partner) to engage in such business interests and activities in preference to or to the exclusion of the Partnership and (iii) the Unrestricted Persons shall have no obligation hereunder or as a result of any duty otherwise existing at law, in equity or otherwise, to present business opportunities to the Partnership. Notwithstanding anything to the contrary in this Agreement or any duty otherwise existing at law or in equity, the doctrine of corporate opportunity, or any analogous doctrine, shall not apply to any Unrestricted Person (including the General Partner). No Unrestricted Person (including the General Partner) who acquires knowledge of a potential transaction, agreement, arrangement or other matter that may be an opportunity for the Partnership, shall have any duty to communicate or offer such opportunity to the Partnership, and such Unrestricted Person (including the General Partner) shall not be liable to the Partnership, to any Limited Partner or any other Person bound by this Agreement for breach of any duty by reason of the fact that such Unrestricted Person (including the General Partner) pursues or acquires for itself, directs such opportunity to another Person or does not communicate such opportunity or information to the Partnership, provided that such Unrestricted Person does not engage in such business or activity using confidential or proprietary information provided by or on behalf of the Partnership to such Unrestricted Person. (d) The General Partner and each of its Affiliates may acquire Units or other Partnership Interests in addition to those acquired on the Closing Date and, except as otherwise provided in this Agreement, shall be entitled to exercise, at their option, all rights relating to all Units and/or other Partnership Interests acquired by them. The term “Affiliates” when used in this Section 7.5(d) with respect to the General Partner shall not include any Group Member.

  • Restricted Uses Without limiting the unsupported or prohibited use cases identified in the Stripe Identity Permitted Businesses list, you must not, and must not enable or allow any other party to: (a) modify the Stripe Identity Services in any way, including by changing

  • General Prohibitions Neither the Company nor any of its Subsidiaries shall, nor shall the Company or any of its Subsidiaries authorize or permit any of its or their officers, directors, employees, investment bankers, attorneys, accountants, consultants or other agents, advisors or representatives (“Representatives”) to, directly or indirectly, (i) solicit, initiate or take any action to knowingly facilitate or encourage (including by way of furnishing non-public information) the submission of any Acquisition Proposal, or any inquiry or the making of any proposal that could reasonably be expected to lead to, the submission of any Acquisition Proposal, (ii) enter into or participate in any discussions or negotiations with, furnish any information relating to the Company or any of its Subsidiaries or afford access to the business, properties, assets, books or records of the Company or any of its Subsidiaries to, or otherwise cooperate in any way with, or knowingly assist, participate in, facilitate or encourage any effort by any Third Party that has made, or, to the Company’s Knowledge, is seeking to make, an Acquisition Proposal, (iii) (A) fail to make, withdraw, modify or qualify in any manner adverse to Parent the Company Board Recommendation, or (B) approve, adopt or recommend, or publicly propose to approve, adopt or recommend, an Acquisition Proposal or announce that an Acquisition Proposal constitutes a Superior Proposal (any action described in this clause (A) or (B) being referred to as an “Adverse Recommendation Change”), (iv) agree to or enter into any agreement in principle, letter of intent, memorandum of understanding, term sheet, merger agreement, acquisition agreement, option agreement, joint venture agreement, partnership agreement, or other similar Contract providing for, with respect to, or in connection with, any Acquisition Proposal, or (v) grant any waiver or release under any standstill or similar agreement to which the Company is a party to any Person. The Company agrees that any violations of the restrictions set forth in this Section 6.03 by any of its Representatives shall be deemed to be a breach of this Agreement (including this Section 6.03) by the Company.

  • Restricted Use Prescribing to remain with the hospital or specialist service. No prescribing in primary care NICE has not issued any guidance. Hospital Gevokizumab () NHSE Uveitis Restricted use – Prescribing to remain with the hospital or specialist service. No prescribing in primary care NICE has not issued any guidance. Hospital Gilteritinib Xospata® NHSE relapsed or refractory acute myeloid leukaemia Restricted use – Prescribing to remain with the hospital or specialist service. No prescribing in primary care TA642 – August 2020 Hospital Givosiran Givlaari NHSE Hepatic porphyria Restricted use – Prescribing to remain with the hospital or specialist service. No prescribing in primary care HST16 - Nov 2021 BLACK Glasdegib () NHSE with chemotherapy for untreated acute myeloid leukaemia (terminated appraisal) Not commissioned. No NHS prescribing in primary or secondary care TA646 – September 2020 Hospital Glatiramer (Copaxone®) NHSE Multiple Sclerosis - as per NICE TA 527 Restricted use – Prescribing to remain with the hospital or specialist service. No prescribing in primary care TA527 - Jun 18 Hospital Glecaprevir-pibrentasvir ▼ (Maviret® ▼) NHSE Chronic hepatitis C Restricted use – Prescribing to remain with the hospital or specialist service. No prescribing in primary care TA499 - Jan 18 DM Glibenclamide (Various eg Daonil®, Euglucon®) ICB Type 2 diabetes mellitus Discontinued Medicines NICE has not issued any guidance. BLACK Gliclazide modified release (Diamicron® MR) ICB Type 2 diabetes mellitus Not commissioned. No NHS prescribing in primary or secondary care NICE has not issued any guidance. Traffic Light Classification Drug Name Brand Name Commissione r Indication (assume licensed unless stated) Instructions for Prescriber NICE Guidance Hospital Glofitamab Columvi® NHSE relapsed or refractory diffuse large B- cell lymphoma after 2 or more systemic treatments Restricted use – Prescribing to remain with the hospital or specialist service. No prescribing in primary care TA927 – October 2023 Hospital Glucarpidase (Voraxase) NHSE Urgent treatment of methotrexate- induced renal dysfunction in patients receiving high-dose MTX chemotherapy - as per NHSE policy Restricted use – Prescribing to remain with the hospital or specialist service. No prescribing in primary care NICE has not issued any guidance. BLACK Glucocorticoids (inc hydrocortisone, prednisolone) (Generics are available) ICB Chronic fatigue syndrome/myalgic encephalomyelitis (or encephalopathy) - as per NICE CG 53 - Do Not Do Not commissioned. No NHS prescribing in primary or secondary care CG53 - Aug 07 BLACK Glucosamine (Various) ICB Osteoarthritis - as per NICE CG 177 - Do Not Do Not commissioned. No NHS prescribing in primary or secondary care CG177 - Feb 14 BLACK Glucosamine, Glucosamine & Chondroitin (Alateris and various) ICB Osteoarthritis Not commissioned. No NHS prescribing in primary or secondary care NICE has not issued any guidance. BLACK Gluten-free foods (Various) ICB Gluten sensitive enteropathies in all patients across N+W Not commissioned. No NHS prescribing in primary or secondary care NICE has not issued any guidance. Hospital Glycerol phenylbutyrate (Ravicti® 1.1 g/ml oral liquid) NHSE Urea cycle disorders (specialist use only) Restricted use – Prescribing to remain with the hospital or specialist service. No prescribing in primary care NICE has not issued any guidance. Hospital GlycoPEGylated Factor IX (Rebinyn®) NHSE Haemophilia B Restricted use – Prescribing to remain with the hospital or specialist service. No prescribing in primary care NICE has not issued any guidance. ADVICE Glycopyrronium bromide Glycobromag ICB Hyperhidrosis Formulary - Specialist advice required from primary or secondary care clinician with relevant expertise prior to primary care initiation NICE has not issued any guidance.

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