Exclusions; Required Disclosures Sample Clauses

Exclusions; Required Disclosures. Notwithstanding Section 7.1, Cockroach Labs and Company shall not have an obligation to maintain the confidentiality of information that (a) is now or subsequently becomes generally known or available by publication, commercial use or otherwise through no fault of the recipient; (b) is known by the recipient at the time of disclosure and is not subject to restriction; (c) is independently developed by the recipient without use of the discloser’s confidential information; or (d) is lawfully obtained from a third-party who has the right to make such disclosure. Further, the recipient may disclose confidential information as required by government or judicial order, provided the recipient gives the disclosing party written notice prior to such disclosure and complies with any protective order (or equivalent) imposed on such disclosure. The terms of confidentiality under this Agreement shall not be construed to limit either party’s right to independently develop or acquire products without use of the other party’s confidential information.

Exclusions; Required Disclosures. Notwithstanding anything herein to the contrary, Confidential Information shall not include information that: (a) was already known to it at the time of its receipt hereunder and not subject to a duty of confidentiality or other restrictions on disclosure; (b) is or becomes generally available to the public other than by means of breach of this Agreement; (c) is independently obtained from a third party (other than any Authorized Recipient) whose disclosure to the Recipient does not violate a duty of confidentiality; or (d) is independently developed by or on behalf of the Recipient without use of, reference to or reliance on any Confidential Information of Discloser. The Recipient may disclose Confidential Information that is legally compelled to be disclosed pursuant to a subpoena, summons, order, or other requirement of a court of competent jurisdiction or a government agency or as otherwise required by applicable law, rule or regulation, provided that the Recipient (i) gives the Discloser prompt written notice (to the extent legally permissible) of any such subpoena or other requirement to allow the Discloser the opportunity to seek a protective order or other appropriate limitation (except to the extent the Recipient’s compliance with the foregoing would cause it to violate a court order or other legal requirement), (ii) discloses only such information as is required by the court or governmental entity or otherwise required by law, and (iii) uses commercially reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed and reasonably cooperates with Discloser in seeking a protective order or other appropriate remedy (provided that the Discloser reimburses the Recipient for any costs (including reasonable attorneys’ fees) incurred in connection with such efforts.