Limitations on Confidential Information. For the duration of this Agreement, Provider agrees that access to Recipient Confidential Information that is received from any member of the Recipient Group during the course of the performance of this Agreement shall be (i) limited to only those employees of the Provider Group that are providing Services under this Agreement and who have been informed of the obligations and restrictions under this Section 4.03; (ii) used only for the purpose of providing Services pursuant to this Agreement; and (iii) shall otherwise be kept strictly confidential by all members of the Provider Group, except that Provider may share, to the extent necessary to provide Services pursuant to this Agreement, such information to any member of the Provider Group or to any third Person who may have a need to know such information for purposes of providing the Services; provided, that any such member of the Provider Group or third-Person service provider shall have agreed to be bound by this Section 4.03 and shall be liable for any breaches of this Section 4.03 by any member of the Provider Group or third-Person service provider. The obligations under this Section 4.03 shall not apply to (i) information that is already in the possession of employees of the Provider Group; (ii) information that becomes generally available to the public other than as a result of a disclosure, directly or indirectly, by any member of the Provider Group; or (iii) information that becomes available to any member of the Provider Group on a non-confidential basis from a source other than any member of the Recipient Group; provided, that such source is not known by any member of the Provider Group, after reasonable inquiry, to be subject to an obligation of confidentiality or other obligation of secrecy to Recipient.
Limitations on Confidential Information. (a) Notwithstanding Section 11.2(b) and Section 11.3(b), from and after the Closing, Seller Confidential Information and Buyer Confidential Information may be disclosed if required by any Governmental Authority or court or otherwise by Law; provided, however, that: (i) such Seller Confidential Information and Buyer Confidential Information is submitted under any and all applicable provisions for confidential treatment and (ii) if the disclosing Party is permitted to do so, the other Party is given written notice of the requirement for disclosure promptly after such disclosure is requested, so that it may take whatever action it deems appropriate, including intervention in any proceeding and seeking a protective order or an injunction, to prohibit such disclosure. If Seller Confidential Information or Buyer Confidential Information is disclosed under the provisions of this Section 11.4(a), the disclosing Party shall notify the other Party of the same in writing not later than five (5) Business Days following the disclosure.
Limitations on Confidential Information. Confidential Information does not include information that is:
Limitations on Confidential Information. Notwithstanding Section 8.1 hereof, Employee shall have no obligations with respect to any Confidential Information which (a) is or becomes within the public domain through no act of the Employee in breach of this Agreement, (b) is lawfully received from another source subsequent to the date of this Agreement without any restriction on use or disclosure, ( c) is deemed in writing by the Company no longer to be Confidential Information, or (d) is required to be disclosed by order of any court of competent jurisdiction or other governmental authority (provided in such latter case, however, that the Employee shall timely inform the Company of all such legal or governmental proceedings so that the Company may attempt by appropriate legal means to limit such disclosure, and the Employee shall further use its best reasonable efforts to limit the disclosure and maintain confidentiality to the maximum extent possible).
Limitations on Confidential Information. Either Party may, in the course of the relationship established by this Agreement, disclose to the other Party confidential, non-public information including, without limitation, such Party’s pricing, methodologies, fee schedules, volume of business, methods, systems, practices, plans, and/or other confidential or proprietary information (collectively “Confidential Information”). Confidential Information shall not be deemed to include any information which: (1) is or becomes generally known to the public not as a result of a disclosure by the receiving Party or its Representatives; (2) is already known by the receiving Party on a non-confidential basis prior to disclosure by the disclosing Party; (3) is received by the receiving Party from a third party without restriction on disclosure and without breach of any confidentiality agreement by such third party; or (4) is independently developed by the receiving Party without reliance upon the disclosing Party’s information. Each Party shall hold all Confidential Information of the other Party in strict confidence. Each Party shall use, and shall cause each of its agents, subcontractors, employees, service providers, advisors, or auditors (“Representatives”) to use, all commercially reasonable means (in any case, not less than reasonable care) to safeguard the confidentiality of all Confidential Information of the other Party in the same manner that the Party safeguards its own confidential and/or proprietary information. Each Party shall not, without prior written consent of the other Party: (a) use any Confidential Information of the other Party for any purpose other than as necessary to perform such Party’s obligations under this Agreement or to exercise such Party’s rights hereunder; or (b) disclose any Confidential Information of the other Party to any third party other than to such Party’s Representatives who: (i) have a need to know such Confidential Information to perform such Party’s obligations under this Agreement or to exercise such Party’s rights hereunder; (ii) who are informed of the confidential nature of the Confidential Information; and (iii) are bound by obligations of confidentiality at least as stringent as the confidentiality provisions in this Agreement. The receiving Party shall remain liable for any breach of confidentiality by such Representatives. Notwithstanding anything in this Agreement to the contrary, under no circumstances shall Sponsor disclose EDH’s Confidential Information t...
Limitations on Confidential Information. The Confidential Information shall not include and the neither party shall have any obligations with respect to any Business Information, Computer Software or Technology which:
Limitations on Confidential Information. Confidential Information shall not include Disclosing Party’s information that:
Limitations on Confidential Information. Confidential Information shall not include the information which: • The CONSULTANT knows at the time of disclosure, free of any obligation to keep it confidential, as evidenced by written records; • Is or becomes publicly available through authorized disclosure; • Is independently developed by the CONSULTANT without the use of any Confidential Information; or • The CONSULTANT rightfully obtains from a third party who has the right to transfer or disclose it. If any portion of any confidential Information falls within any of the above exceptions, the remainder of the Confidential Information shall continue to be subject to the requirements of this Agreement.
Limitations on Confidential Information. Confidential Information shall not include any information that (i) is already known by the recipient party or its affiliates, and is free of any obligation to keep it confidential, (ii) is or becomes publicly known through no wrongful act of the receiving party or its affiliates, (iii) is received by the receiving party from a third party without any restriction on confidentiality, (iv) is independently developed by the receiving party or its affiliates, (v) is disclosed to third parties by the disclosing party without any obligation of confidentiality, or
Limitations on Confidential Information. (1) The Confidential Information shall not include and We shall have no obligation with respect to any Business Information which:
