Licensor Confidential Information. BioLine agrees that, without the prior written consent of Licensor, in each case, during the term of this Agreement and for five (5) years thereafter, it will keep confidential, and not disclose or use Licensor Confidential Information (as defined below) other than for the purposes of this Agreement. BioLine shall treat such Licensor Confidential Information with the same degree of confidentiality as it keeps its own confidential information, but in all events no less than a reasonable degree of confidentiality. BioLine may disclose the Licensor Confidential Information only (a) to employees and consultants of BioLine or of its Affiliates or Sublicensees who have a “need to know” such information in order to enable BioLine to exercise its rights or fulfill its obligations under this Agreement and are legally bound by agreements which impose confidentiality and non-use obligations substantially comparable to those set forth in this Agreement, and (b) to actual and potential business partners, collaborators, investors, contractors, service providers and consultants, provided, however, in each case, that such recipient of Confidential Information first enters into a legally binding agreement with BioLine which imposes confidentiality and non-use obligations with respect to Confidential Information substantially comparable to those set forth in this Agreement and has a minimum term of five (5) years from date of signature of the binding agreement. For purposes of this Agreement, “Licensor Confidential Information” means any research, academic, scientific, technical, trade or business information relating to the subject matter of this Agreement designated as confidential or which otherwise should reasonably be construed under the circumstances as being confidential disclosed by or on behalf of the Licensor or any of its employees, consultants (including employees or consultants of its general or limited partners) or UdeM’s employees, researchers (including the Researchers) or students, to BioLine, whether in oral, written, graphic or machine-readable form, except to the extent such information: (i) was known to BioLine at the time it was disclosed, other than by previous disclosure by or on behalf of the Licensor, as evidenced by BioLine’s written records at the time of disclosure; (ii) is at the time of disclosure or later becomes publicly known under circumstances involving no breach of this Agreement, as evidenced by BioLine’s written records at the time of ...
Licensor Confidential Information. Company agrees that, without the prior written consent of Yissum, in each case, during the term of this Agreement, and for three (3) years thereafter, it will keep confidential, and not disclose or use Yissum Confidential Information (as defined below) other than for the purposes of this Agreement or as detailed below. Company shall treat such Yissum Confidential Information with the same degree of confidentiality as it keeps its own confidential information, but in all events no less than a reasonable degree of confidentiality. Company may disclose the Yissum Confidential Information only to employees, consultants or researchers of Company or of its affiliates who have a “need to know” such information in order to enable Company to exercise its rights or fulfill its obligations under this Agreement and provided such parties are legally bound by agreements which impose confidentiality and non-use obligations comparable to those set forth in this Agreement. For purposes of this Agreement. “Yissum Confidential Information” means any scientific, technical, trade or business information relating to the subject matter of this Agreement designated as confidential or which otherwise should reasonably be construed under the circumstances as being confidential disclosed by or on behalf of Yissum, or any of its employees, consultants or researchers to Company, whether in oral, written, graphic or machine-readable form, except to the extent such information: (i) was known to Company at the time it was disclosed, other than by previous disclosure by or on behalf of Yissum or any of its employees, consultants or researchers, as evidenced by Company’s written records at the time of disclosure; (ii) is at the time of disclosure or later becomes publicly known under circumstances involving no breach of this Agreement; (iii) is lawfully and in good faith made available to Company by a third party who is not subject to obligations of confidentiality to Yissum with respect to such information; (iv) is independently developed by Company without the use of or reference to Yissum Confidential Information, as demonstrated by documentary evidence, or (v) is disclosed pursuant to a court or administrative order, provided however that Company will first notify Yissum of any such order and afford Yissum the opportunity to seek a protective order relating to such disclosure. Notwithstanding anything to the contrary in this Section 7.1, Company may disclose Yissum Confidential Informa...
Licensor Confidential Information. Material Description Insert any other relevant information
Licensor Confidential Information. Guidance Note for section 5 of Schedule 2: Information of a confidential nature will be protected as Confidential Information if either listed here or where a party knows or ought to know it is confidential. If the scope of what is to be protected as confidential is agreed by the parties to be limited to specific documents, this item needs to clearly state that only the items listed here are Confidential Information. Description of Confidential Information Period of confidentiality
Licensor Confidential Information. During the performance of this Agreement, Licensor may disclose to Participant confidential information regarding its business, including without limitation VistaSuite, other documentation, know-how, inventions, formulae, designs, research and development activities and other proprietary information which constitutes trade secrets of Licensor (collectively "Licensor's Confidential Information"). Participant shall not in any way disclose, copy, modify, distribute or otherwise transfer Licensor's Confidential Information, or any part thereof, to any other person or entity at any time. A participant has the right to disclose Licensor's Confidential Information only to its employees who have a specific need to know in order to perform Participant's obligations hereunder, but Participant shall be responsible for all of its employees' actions. Participant shall use Licensor's Confidential Information only to properly fulfill its obligations hereunder, and not for any other purpose. Licensor does not represent that Licensor's Confidential Information it may disclose hereunder will meet the requirements of Participant or that Licensor's Confidential Information when combined with other information or when used in a particular way by Participant will be sufficient or suitable for Participant's purpose. Upon Licensor's request, Participant shall immediately return to Licensor the originals and all copies of any of Licensor's Confidential Information, whether on magnetic media, written materials or otherwise.
Licensor Confidential Information. For purposes of this Trial License Agreement, Confidential Information shall include, but not be limited to, all business information of Licensor, including the following:
a. All information and data related to the Software and Documentation;
b. All information relating to Licensor 's planned or existing computer systems and systems architecture, including computer hardware, computer software, source code, object code, documentation, methods of processing and operational methods;
c. All information regarding Licensor 's product strategies, customer lists, sales, profits, organizational restructuring, new business initiatives and financial information; and
d. Confidential information of third parties with whom Licensor conducts business. Notwithstanding the foregoing, Confidential Information shall not include information that (i) is or becomes generally known to the public not as a result of a disclosure by Licensee, (ii) is rightfully in the possession of Licensee prior to disclosure by Licensor or (iii) is received by Licensee in good faith and without restriction from a third party not under a confidentiality obligation to Licensor and having the right to make such disclosure. Licensee acknowledges that the disclosure of Confidential Information may cause irreparable injury to Licensor and damages which may be difficult to ascertain. Licensor shall, therefore, be entitled to injunctive relief upon a disclosure or threatened disclosure of any Confidential Information, without a requirement that Licensor prove irreparable harm, in addition to such other remedies as may be available at law or in equity. Without limitation of the foregoing, Licensee shall advise Licensor immediately in the event that it learns or has reason to believe that any person or entity which has had access to Confidential Information has violated or intends to violate the terms of this Trial License Agreement. In addition, Licensee shall not release the results of any evaluation or benchmark of the Trial System to any third party without the express prior written consent of Licensor.
Licensor Confidential Information. 1.1 Licensee understands that the Licensor Confidential Information is secret, proprietary and of great value to Licensor, which value may be impaired if the secrecy of the Licensor Confidential Information is not maintained.
Licensor Confidential Information iBIZ acknowledges that Licensor considers the Products and any materials labeled "Confidential" at the time of their delivery to iBIZ, to be confidential and/or trade secrets of Licensor and iBIZ agrees that iBIZ has obtained Licensor's written consent to release and distribute the Products. Further, iBIZ will utilize the Products for purposes specifically related to additional iBIZ products.
Licensor Confidential Information. Except to the extent the Software comprises Confidential Information, Licensor shall not disclose Licensor's Confidential Information to Licensee unless and until (a) Licensor describes in writing the nature of Licensor's Confidential Information to the Licensee contact; and (b) Licensor receives written approval from such Licensee contact that Licensee is willing to receive such information. Unless the foregoing requirements are completed prior to disclosure of Confidential Information, Licensee shall not be under any obligation to treat such information as confidential.
Licensor Confidential Information. The term "Licensor Confidential Information" means non-public information, whether or not maintained as a trade secret, including the PF Intellectual Property, and any other proprietary technical, research, development, engineering, business, financial, product, marketing, customer, supplier or other proprietary information or data relating in a proprietary manner to Licensor, except that such information shall cease to be Licensor Confidential Information only to the extent that any information: (i) is, or becomes, publicly known through no wrongful act of PFDC, Licensee or its officers, employees or third party consultants; (ii) is received by Licensee without restriction from a third party (other than PFDC or its Affiliates) without breach of any obligation of nondisclosure; (iii) is required to be publicly disclosed pursuant to a governmental or judicial requirement or other requirement of law, but only after notifying Licensor of such requirement and, if requested by Licensor, using reasonable efforts to minimize such disclosure and to obtain confidential treatment for all or relevant portions of the Licensor Confidential Information to be disclosed; and (iv) that Licensee can show was already in its possession at the time of disclosure hereunder and was not previously obtained directly or indirectly from PFDC or its Affiliates nor from Licensor.
