N ondisclosure. Except as otherwise provided herein and to the extent permitted by law, each Party agrees that it shall not use or disclose to any third Party any Confidential Information of the other Party. Each Party shall instruct its personnel to keep such information confidential by using the same care and discretion, but not less than a reasonable degree of care and discretion that it uses for its own Confidential Information. Client further agrees to take reasonable steps to ensure that any program or materials relative to the operation of the Licensed Software Programs, including but not limited to, flow charts and logic diagrams, in any form are not provided or otherwise made available to any parties other than authorized users without prior written consent from Contractor. These obligations shall not apply to any information which is (a) published or otherwise becomes available to the general public through no fault of the receiving Party; (b) has been furnished or made known by a third Party without breach by that third Party of any obligation to the disclosing Party; (c) was in the receiving Party’s possession without proprietary restrictions prior to the date of disclosure;
N ondisclosure. Boomerang Giving and the Non-Profit Organization acknowledge that each party ("Discloser") may disclose certain confidential or proprietary information ("Confidential Information") to the other party ("Recipient") in the course of performance of this Agreement. The Recipient will use such Confidential Information solely for the purposes for which it is provided by the Discloser and will not, except as required by law, disclose such Confidential Information to any third party (other than the Recipient's attorneys or professional advisors). The Recipient will protect such Confidential Information against unauthorized use, disclosure, copying or distribution. The obligations under this Section 4.5 will not apply to any (a) information that the Recipient obtains from a third party and is not subject to an unexpired obligation to such third party restricting Recipient's use or disclosure thereof, (b) information that is independently developed or acquired by the Recipient without reliance upon or use of any of the Confidential Information provided by the Discloser, (c) information that is or becomes publicly available through no fault of the Recipient, or (d) disclosure with the prior written consent of the Discloser.
N ondisclosure. 12.0 Neither Party may disclose any Confidential Information obtained pursuant to this Agreement to any third party, including affiliates of such Party, without the express prior written consent of the other party. As used herein, the term “Confidential Information” shall include, but not be limited to, all business, financial, and commercial information pertaining to the Parties, Customers of either or both Parties, Suppliers for either Party, personnel of either Party; any trade secrets; and other information of a similar nature; whether written or in intangible form that is marked proprietary or confidential with the appropriate owner’s name.
N ondisclosure. Any information provided to Volunteer by ECPS shall at all times be kept confidential and will not, without ECPS’s consent, be disclosed by Volunteer or its representatives or employees or agents in any manner whatsoever, directly or indirectly, in whole or in part, and will not be used by either or their representatives or employees directly or indirectly for any purpose other than for the transactions described herein. Any information obtained shall be revealed only to those employees or individuals who are employees of their representatives who need to access the information for purposes of evaluating the transactions contemplated herein, who are informed by each of the confidential nature of the information, and who shall, along with their employees, agents or representatives, agree to be bound by and to act only in accordance with the terms and conditions of this Agreement. Each party to this Agreement shall be responsible for any breach of the Agreement by their respective employees, agents, representatives, affiliates or assigns.
