Common use of Obligations of Confidentiality and Non-Use Clause in Contracts

Obligations of Confidentiality and Non-Use. (a) During the term and at all times thereafter, neither Distributor nor OSUR shall disclose any of the other party's Confidential Information. The foregoing shall not prohibit disclosures: (i) made to such party's employees, agents or advisors who have a "need to know" the other party's Confidential Information to the extent necessary to perform such party's duties and obligations, or to enforce such party's rights, under this Agreement; or (ii) compelled to be made by any requirement of law or pursuant to any legal or investigative proceeding before any court, or governmental or regulatory authority, agency or commission so long as the party so compelled to make disclosure of Confidential Information pertaining to the other party provides prior written notice to such other party and uses its commercially reasonable efforts to cooperate with such other party to obtain a protective order or other similar determination with respect to such Confidential Information. (b) During the Term and at all times thereafter, Distributor and OSUR shall not use any of the other party's Confidential Information for its own direct or indirect benefit, or the direct or indirect benefit of any third party, except that each of Distributor and OSUR may use the other party's Confidential Information to the extent necessary to perform its duties and obligations, or to enforce such party's rights, under this Agreement. (c) Each of Distributor and OSUR shall (i) take reasonable steps, whether by instruction, agreement, or otherwise, to cause its employees, agents and advisors who may have access to Confidential Information of the other party, to comply with its obligations under this Section 10 and (ii) shall be liable for the breach of this Section 10 by any of its employees, agents or advisors who may have access to Confidential Information of the other party.

Obligations of Confidentiality and Non-Use. (a) During the term Term and at all times thereafter, neither Distributor nor OSUR shall disclose any of the other party's ’s Confidential Information. The foregoing shall not prohibit disclosures: (i) made to such party's ’s employees, agents or advisors who have a "“need to know" ” the other party's ’s Confidential Information to the extent necessary to perform such party's ’s duties and obligations, or to enforce such party's ’s rights, under this Agreement; or (ii) compelled to be made by any requirement of law or pursuant to any legal or investigative proceeding before any court, or governmental or regulatory authority, agency or commission so long as the party so compelled to make disclosure of Confidential Information pertaining to the other party provides prior written notice to such other party and uses its commercially reasonable efforts to cooperate with such other party to obtain a protective order or other similar determination with respect to such Confidential Information. (b) During the Term and at all times thereafter, Distributor and OSUR shall not use any of the other party's ’s Confidential Information for its own direct or indirect benefit, or the direct or indirect benefit of any third party, except that each of Distributor and OSUR may use the other party's ’s Confidential Information to the extent necessary to perform its duties and obligations, or to enforce such party's ’s rights, under this Agreement. (c) Each of Distributor and OSUR shall (i) take reasonable steps, whether by instruction, agreement, or otherwise, to cause its employees, agents and advisors who may have access to Confidential Information of the other party, to comply with its obligations under this Section 10 and (ii) shall be liable for the breach of this Section 10 by any of its employees, agents or advisors who may have access to Confidential Information of the other party.

Obligations of Confidentiality and Non-Use. (a) During the term Term and at all times thereafter, neither Distributor nor OSUR shall disclose any of the other party's ’s Confidential Information. The foregoing shall not prohibit disclosures: (i) made to such party's ’s employees, agents or advisors who have a "“need to know" ” the other party's ’s Confidential Information to the extent necessary to perform such party's ’s duties and obligations, or to enforce such party's ’s rights, under this Agreement; or (ii) compelled to be made by any requirement of law or pursuant to any legal or investigative proceeding before any court, or governmental or regulatory authority, agency or commission so long as the party so compelled to make disclosure of Confidential Information pertaining to the other party provides prior written notice (to the extent possible under applicable law) to such other party and uses its commercially reasonable efforts to cooperate with such other party to obtain a protective order or other similar determination with respect to such Confidential Information. (b) During the Term and at all times thereafter, Distributor and OSUR shall not use any of the other party's ’s Confidential Information for its own direct or indirect benefit, or the direct or indirect benefit of any third party, except that each of Distributor and OSUR may use the other party's ’s Confidential Information to the extent necessary to perform its duties and obligations, or to enforce such party's ’s rights, under this Agreement. (c) Each of Distributor and OSUR shall (i) take reasonable steps, whether by instruction, agreement, or otherwise, to cause its employees, agents and advisors who may have access to Confidential Information of the other party, to comply with its obligations under this Section 10 11 and (ii) shall be liable for the breach of this Section 10 11 by any of its employees, agents or advisors who may have access to Confidential Information of the other party.