Handling Confidential Information Sample Clauses

Handling Confidential Information. The receiving Party of any Confidential Information from the disclosing Party will use the same degree of care to protect the disclosing Party’s Confidential Information as it uses for its own Confidential Information of similar nature, but in no event less than a reasonable degree of care, and will use such Confidential Information only for the purpose of exercising its rights or fulfilling its obligations under this Agreement. The receiving Party will promptly return or destroy the disclosing Party’s Confidential Information upon request of the disclosing Party or upon termination of this Agreement (whichever occurs earlier), provided that the receiving Party shall have the right to retain a copy of the Confidential Information if and to the extent required (i) by applicable mandatory law for the required record retention period, or (ii) for the enforcement of any claims against the other Party that may arise under this Agreement until such claims become time-barred. In this event, the receiving Party shall return, destroy, or delete (as applicable) such copy upon the expiration of the applicable record retention or limitation period. Except as otherwise provided for in the Agreement, the receiving Party shall not disclose any Confidential Information to any person or entity other than to its employees, professional advisors and auditors and its Affiliates and their employees, professional advisors and auditors who have a strict business need to access such Confidential Information and who are bound by non-disclosure obligations as restrictive as the confidentiality obligations in the Agreement regarding the protection, use, and confidentiality of such Confidential Information.
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Handling Confidential Information. The parties mutually obligate themselves to keep confi- dential information from the respective other party confi- dential and to protect it against unauthorized access by and notice of third parties by taking suitable measures. The requirements concerning the content and scope of the protective measures are based on the type of infor- mation concerned and, apart from that, on the generally acknowledged protective mechanisms used for compara- ble information. Third parties in the sense of this non-disclosure agree- ment do not include employees of the respective receiving party or employees of affiliated companies (in the sense of Section 15 of the German Companies Act (Aktieng- esetz)) of the respective receiving party if the employees concerned are required to receive the confidential infor- mation due to the organizational structure of the receiving party. However, the prerequisite for this access right is that the employees concerned have been instructed concern- ing the handling of confidential information prior to ac- cess and have been obligated to maintain confidentiality concerning such information in a suitable manner. The receiving party is authorized to make confidential in- formation from the disclosing party available to its tax consultants, auditors, and lawyers to the extent necessary for the respective required consulting and auditing con- tract. If the receiving party is obligated to disclose confidential information to the other party concerned or to issue it to third parties owing to a binding order or decision issued by a court or authority, the receiving party must inform the disclosing party of this obligation without undue xx- xxx. The obligation to inform already comes into existence as of the point in time when the receiving party gains knowledge of the initiation of corresponding proceedings. Furthermore, during the proceedings concerning the dis- closure or surrender of confidential information. the re- ceiving party must work towards ensuring that the amount of information disclosed due to a court or official decision is limited to the minimum necessary.
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Handling Confidential Information. (1) The receiving party must treat all confidential information of the disclosing party as strictly confidential and ensure that no third parties obtain such information.
Sample 1
Handling Confidential Information. As a result, it is important to handle all confidential information with discretion, labeling it “confidential, ” safeguarding it when in use, filing or disposing of it properly when not in use, and discussing it only with those who have a need to know for a legitimate business reason. In most cases, University data of a personally identifiable nature shall remain secure from public disclosure (release to third parties) without specific permission from the individual to whom those data apply. All users of University data and information systems must follow the practices outlined below Data originated or stored on University computer systems are University property. Employees will access only data that are required for their job. Employees will not make or permit unauthorized use of any University data. They will not seek personal or financial benefit or allow others to benefit personally or financially by knowledge of any data that has come to them by virtue of their work assignment. Employees will not release University data in any format except as required in the performance of their job. Employees will not remove an official record or report, or copy of one, from the office where it is maintained, except as may be necessary in the performance of their job. They will not exhibit or divulge the contents of any record or report to any unauthorized person except in the conduct of their work assignment and in accordance with office and University policies and procedures. Employees will not share their computer login information, including password(s) with others or leave their written password(s) in a place that could be accessible by others. If a user has reason to believe others have learned their password(s), they will report the problem to their supervisor and will take appropriate action to have the password(s) reset. Employees will not attempt to use the logins and passwords of others, nor allow their logins and passwords to be used by others. In the near future, under the HIPAA law, employees must change their passwords regularly to assure PHI data is safeguarded. Employees will maintain security for University data in their possession or to which they have access by protecting computer media, forms and printouts from unauthorized access and will dispose in a safe manner. Further, employees will not leave their PC signed on when unauthorized people could access it, will change their password(s) on a regular basis, and will take other precautionary mea...
Sample 1
Handling Confidential Information. 1. Each Party undertakes to prevent any leakage, publishing or dissemination of Confidential Information obtained from the other Party/Parties and to protect the secrecy of Confidential Information at least to the extent to which it protects its own trade secrets and always in the manner which is usually used for the protection of trade secret.
Sample 1
Handling Confidential Information. Employees should observe the confidentiality of information that they acquire by virtue of their positions at the Company, including information concerning customers, suppliers, competitors, and other employees, except where disclosure is approved by the Company or otherwise legally mandated. Of special sensitivity is financial information, which should under all circumstances be considered confidential except where its disclosure is approved by the Company in writing in advance, or when it has been publicly available in a periodic or special report for at least two business days.
Sample 1
Handling Confidential Information. The parties mutually obligate themselves to keep confi- dential information from the respective other party confi- dential and to protect it against unauthorized access by and notice of third parties by taking suitable measures. The requirements concerning the content and scope of the protective measures are based on the type of infor- mation concerned and, apart from that, on the generally acknowledged protective mechanisms used for compara- ble information. Third parties in the sense of this non-disclosure agree- ment do not include employees of the respective receiving party or employees of affiliated companies of the respective receiving party if the employees concerned are required to receive the confidential information due to the organizational structure of the receiving party. However, the prerequisite for this access right is that the employees concerned have been instructed concerning the handling of confidential information prior to access and have been obligated to maintain confidentiality concerning such in- formation in a suitable manner. The receiving party is authorized to make confidential in- formation from the disclosing party available to its tax consultants, auditors, and lawyers to the extent necessary for the respective required consulting and auditing con- tract. If the receiving party is obligated to disclose confidential information to the other party concerned or to issue it to third parties owing to a binding order or decision issued by a court or authority, the receiving party must inform the disclosing party of this obligation without undue xx- xxx. The obligation to inform already comes into existence as of the point in time when the receiving party gains knowledge of the initiation of corresponding proceedings. Furthermore, during the proceedings concerning the dis- closure or surrender of confidential information. the re- ceiving party must work towards ensuring that the amount of information disclosed due to a court or official decision is limited to the minimum necessary.
Sample 1
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Handling Confidential Information. The termination of this Agreement triggers the obligations of the Parties regarding Confidential Information described in Section 8.7 of this Agreement.
Sample 1
Handling Confidential Information 
Sample 1

Related to Handling Confidential Information

  • Confidential Information Each party agrees that all code, inventions, know-how, business, technical and financial information it obtains (“Receiving Party”) from the disclosing party (“Disclosing Party”) constitutes the confidential information of the Disclosing Party (“Confidential Information”), provided that it is identified as confidential at the time of disclosure or should be reasonably known by the Receiving Party to be Confidential Information due to the nature of the information disclosed and the circumstances surrounding the disclosure. The Services and any updates, upgrades, modifications, derivatives, specifications, technical guides, other software, or other documentation provided by Xxxxxx (or its agents) shall be deemed Confidential Information of Xxxxxx without any marking or future designation. Except as expressly authorized herein, the Receiving Party will hold in confidence and not use or disclose any Confidential Information. The Receiving Party’s nondisclosure obligation shall not apply to information which the Receiving Party can document: (i) was rightfully in its possession or known to it prior to receipt of the Confidential Information; (ii) is or has become public knowledge through no fault of the Receiving Party; (iii) is rightfully obtained by the Receiving Party from a third party without breach of any confidentiality obligation; (iv) is independently developed by employees of the Receiving Party who had no access to such information; or (v) is required to be disclosed pursuant to the regulation, law, or court order (but only to the minimum extent required to comply with such regulation or order and with advance notice to the Disclosing Party). The Receiving Party acknowledges that disclosure of Confidential Information would cause substantial harm for which damages alone may not be a sufficient remedy, and therefore that upon any such disclosure by the Receiving Party the Disclosing Party shall be entitled to seek appropriate equitable relief in addition to whatever other remedies it might have at law. Upon termination or expiration of this Agreement, if Xxxxxx is in possession of any Customer Materials, Xxxxxx shall delete, return, or make available to Customer all Customer Materials then in its possession. Upon request by Customer within thirty (30) days after any expiration or termination of the applicable Order Form, Xxxxxx will either make Customer Materials available to Customer through the Services on a limited basis solely for the purposes of data retrieval or will reasonably assist Customer with such retrieval. After such thirty (30) day period, Xxxxxx will have no obligation to maintain or provide any Customer Materials and, unless legally prohibited, may delete all Customer Materials. Customer acknowledges that certain Xxxxxx Services do not store or maintain Customer Materials.

  • Proprietary and Confidential Information The Distributor agrees on behalf of itself and its managers, officers, and employees to treat confidentially and as proprietary information of the Trust, all records and other information relative to the Trust and prior, present or potential shareholders of the Trust (and clients of said shareholders), and not to use such records and information for any purpose other than the performance of its responsibilities and duties hereunder, except (i) after prior notification to and approval in writing by the Trust, which approval shall not be unreasonably withheld and may not be withheld where the Distributor may be exposed to civil or criminal contempt proceedings for failure to comply, (ii) when requested to divulge such information by duly constituted authorities, or (iii) when so requested by the Trust. Records and other information which have become known to the public through no wrongful act of the Distributor or any of its employees, agents or representatives, and information that was already in the possession of the Distributor prior to receipt thereof from the Trust or its agent, shall not be subject to this paragraph. Further, the Distributor will adhere to the privacy policies adopted by the Trust pursuant to Title V of the Gxxxx-Xxxxx-Xxxxxx Act, as may be modified from time to time. In this regard, the Distributor shall have in place and maintain physical, electronic and procedural safeguards reasonably designed to protect the security, confidentiality and integrity of, and to prevent unauthorized access to or use of, records and information relating to the Trust and its shareholders.

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