Nonconfidential Information. Notwithstanding anything to the contrary herein, Receiving Party shall have no obligation to preserve the confidentiality of any Confidential Information which:
(1) is or becomes publicly known (other than through unauthorized disclosure by the Disclosing Party) and is available to Receiving Party without use of or reference to any of Disclosing Party’s Confidential Information;
(2) at the time of disclosure to Receiving Party, is already in the possession of or known to Receiving Party and is available to Receiving Party without use of or reference to any of Disclosing Party’s Confidential Information and is not subject to any other confidentiality undertaking;
(3) is disclosed to Receiving Party by any person or entity other than Disclosing Party and is available to Receiving Party without use of or reference to any of Disclosing Party’s Confidential Information and is not subject to any other confidentiality undertaking; or
(4) is developed by Receiving Party without use of or reference to any Confidential Information or any other information subject to a confidentiality undertaking. The foregoing exceptions shall not apply to Personal Information.
Nonconfidential Information. This Section 12.3 shall be --------------------------- inoperative as to any portion of the Information which: (1) is or becomes generally available to the public other than as a result of a disclosure by a party or its representatives; (2) becomes available to a party in good faith from a third-party no subject to a confidential obligation to the party; or (3) was known to a party on a nonconfidential basis prior to its disclosure by the other party or one of its representatives.
Nonconfidential Information. Upon request of the Association, the Board shall provide copies of prepared, nonconfidential information and reports.
Nonconfidential Information. Confidential Information shall not include information which (i) at the time of disclosure is readily available in the public domain, or thereafter becomes publicly available other than through a breach of this Agreement; (ii) was already known to Recipient prior to its disclosure by SIBIA as documented in Recipient's written records made prior to such disclosure by SIBIA; (iii) is disclosed to Recipient by a third party who has the right to disclose such information and does not restrict its disclosure; (iv) is independently developed by an employee or agent of Recipient without knowledge of SIBIA's Confidential Information; or (v) is required by law to be disclosed by Recipient.
Nonconfidential Information. Confidential Information does not include, and neither party hereto shall have any obligation with respect to disclosure of, information that:
a. is or becomes generally available to the public other than as a consequence of a breach by Receiving Party or its Representatives of an obligation of confidentiality hereunder;
b. is made public by the Disclosing Party;
c. is received from a third party independent of the Disclosing Party without any breach by the third party of an obligation of confidentiality;
d. is already in possession of the Receiving Party; or
e. is independently developed by the Receiving Party without the use of Confidential Information. If Receiving Party or any of its Representatives are requested or required to disclose any Confidential Information in connection with litigation or any regulatory proceeding or investigation, or pursuant to any applicable law, order, regulation or ruling, Receiving Party shall promptly notify Disclosing Party. Unless Disclosing Party obtains a protective order, receiving Party and its Representatives may disclose such portion of Confidential Information to the party seeking disclosure as is required by law or regulation.
Nonconfidential Information. Nothing in this MOA shall prevent the Members from disclosing to others or using in any manner information which the Member can show:
(a) Was known by a Member prior to execution of the MOA, has been published or has become part of the public domain other than by the acts, omissions or fault of Members or their agents or employees in violation of this MOA; or
(b) Has been furnished or made known to a Member by third parties (other than those acting directly or indirectly for or on behalf of the Members) or was obtained by a Member in some manner other than pursuant to this MOA, as a matter of legal right, without any applicable restrictions on its disclosure; or
(c) Was in the Member's possession prior to the disclosure thereof by or on behalf of any of the Members.
Nonconfidential Information. Neither party hereto shall have any obligation with respect to non-disclosure and use of information to the extent such information:
A. is or becomes generally available to the public other than as a consequence of a breach of an obligation of confidentiality hereunder; or
B. is made public by the disclosing party; or
C. is received from a third party independent of the disclosing party without any breach by any party of an obligation of confidentiality; or D. is required to be disclosed by operation of law or regulation applicable to a party. Prior to making any disclosure of any Confidential Information pursuant to operation of law, the party proposing to make any such disclosure, if permitted, will provide advance written notice of the proposed disclosure. The party from whom such Confidential Information was obtained will then have the opportunity to challenge such disclosure through appropriate proceedings.
Nonconfidential Information. The term "Confidential Information" shall not include any information which: (a) at the time of disclosure or thereafter is generally available to or known by the public (other than as a result of a disclosure directly or indirectly by the receiving party); (b) is independently developed by the receiving party, without reference to or use of the Confidential Information of the other party; (c) was known by the receiving party as of the time of disclosure without breach of confidentiality; (d) is lawfully learned from a third party not under obligation to the disclosing party; or (e) is required to be disclosed pursuant to a subpoena, court order or other legal process, whereupon the receiving party shall provide prompt written notice to the other party prior to such disclosure.
Nonconfidential Information. Notwithstanding anything to the contrary herein, Receiving Party shall have no obligation to preserve the confidentiality of any of the Disclosing Party’s Confidential Information which:
(1) was, is or becomes publicly known, other than through unauthorized disclosure by the Receiving Party;
(2) at the time of disclosure to Receiving Party, was already in the possession of Receiving Party and not subject to any confidentiality undertaking;
(3) is disclosed to Receiving Party by any individual or entity other than Disclosing Party, if such individual or entity is not bound by a confidentiality agreement with, or other known contractual or legal obligation of confidentiality to, the Disclosing Party; or
(4) was or is developed by Receiving Party without use of or reference to any of the Disclosing Party’s Confidential Information. The foregoing exceptions shall not apply to Company Personal Data.
Nonconfidential Information. The foregoing restrictions shall not apply to information that: (i) is already known to the receiving party without restriction on use or disclosure at the time of communication to the receiving party; (ii) is or becomes publicly known through no wrongful act or inaction of the receiving party; (iii) has been rightfully received from a third party authorized to make such communication, without restriction on use or disclosure; or (iv) has been independently developed by the receiving party. The receiving party shall have the burden of proving the existence of the foregoing exceptions.
