Prohibited Disclosures Sample Clauses

Prohibited Disclosures. Neither the Recipient nor their Representatives shall divulge, disclose, or communicate in any fashion, form, or manner, either directly or indirectly, to any person, firm, partnership, corporation, or other entity, in any manner whatsoever, or use for any purpose or reason other than to evaluate, negotiate or carry out the Possible Transaction, any Confidential Information, except to the limited extent such disclosure or use (a) is made to Recipient’s Representatives and is directly related to the Possible Transaction, (b) is expressly consented to in writing by the Company, or (c) is required by a court of competent jurisdiction. Notwithstanding the foregoing, in the event that any Recipient or any of its Representatives is requested or required (by oral questions, interrogatories, requests for information or documents, subpoena, civil investigative demand or similar process) to disclose any Confidential Information, Recipient shall provide the Company with prompt notice of such request(s) so that the Company may seek an appropriate protective order or other appropriate remedy and/or waive Recipient’s compliance with the provisions of this Agreement in the event that such protective order or other remedy is not obtained, and Recipient or its Representative may furnish that portion (and only that portion) of Confidential Information which, based on the advice of Recipient’s counsel, Recipient or its Representative is legally compelled to disclose, and Recipient will exercise reasonable efforts to obtain reliable assurance that confidential treatment will be accorded any Confidential Information so furnished.
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Prohibited Disclosures. As of the Effective Date and unless and until this Agreement terminates prior to Ocera’s receipt of the Upfront Payment, Ocera shall not disclose to any Third Party any of its Confidential Information that could otherwise become the Confidential Information of Licensee under Section 2.4(c).
Prohibited Disclosures. An employer may not disclose 22 the name of a victim of an act of alleged sexual harassment or 23 unlawful discrimination in any disclosures required under this 24 Section. 25 (D) Annual report. The Department shall publish an annual 26 report aggregating the information reported by employers under 1 this Section such that no individual employer data is available 2 to the public. The report shall include:
Prohibited Disclosures. Offers will be made only by the Memorandum, the Property Supplements and any other material expressly approved by the Dealer Manager and the Company and only after the procedures set forth in Sections 1 through 8 above have been satisfied.
Prohibited Disclosures. (a) Except as expressly permitted by the terms hereof, each Party and its Representatives will not at any time, directly or indirectly, (i) disclose or discuss in any manner any Confidential Information to or with any person or entity or the fact that an Acquisition is being considered, or (ii) use any Confidential Information in any manner that is not directly related to the Acquisition, (iii) use any Confidential Information to compete with the other Party, or in a way that is injurious to the other Party (except in connection with claims brought by one Party against the other based on breaches by the other Party of its future Acquisition obligations, if any). The obligations contained in clauses (i)-(iii) above shall survive for a period of five (5) years from the date of this Agreement. Notwithstanding the foregoing, Confidential Information may be disclosed to the Party's Representatives who need to know the Confidential Information for purposes of rendering services to such Party in connection with the Acquisition, it being understood that they will be advised by such Party of the confidential nature of such information and that by receiving such information they are agreeing to be bound by this Agreement. Each Party shall be liable to the other Party for any use or disclosure of Confidential Information by any of its Representatives in a manner that does not comply with the terms and conditions of this Agreement.
Prohibited Disclosures. No party to this Agreement may disclose any of the Financing Terms to its current or bona fide prospective investors, employees, investment bankers, lenders, partners, accountants and attorney without the prior consent of the holders of a majority of the Preferred Shares and in each case only where such persons or entities are under appropriate nondisclosure obligations.
Prohibited Disclosures. Business Associate shall not use or disclose PHI other than as permitted or required to perform functions, activities or services for, or on behalf of, Covered Entity as specified in the Agreement or as required by law. To the extent Business Associate is carrying out any of Covered Entity’s obligations, Business Associate shall comply with the requirements of the Privacy Rule that apply to Covered Entity in the performance of such obligation(s). Business Associate may not use or disclose PHI in a manner that would violate the Privacy Rule if done by Covered Entity, except as set forth in Sections 2(b)-(d).
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Prohibited Disclosures. EMSL will not disclose to any person (i) the fact that EMSL is performing Services for Client, (ii) the fact that EMSL has requested or received the Information, (iii) any of the terms, conditions or other facts with respect to the performance of the Services, or (iv) any of the details of Client’s Information.
Prohibited Disclosures. Without the prior written consent of the Dis- closer, Recipient will not, except as expressly required by the terms of the Trans- action, disclose to any person (i) the fact that Recipient is negotiating with the Discloser in connection with the Transaction, (ii) the fact that Recipient has re- quested or received the Information, or (iii) any of the terms, conditions or other facts with respect to the Transaction, including, without limitation, the status thereof or the identification of the Property.

Related to Prohibited Disclosures

  • Prohibited Conduct In providing the services described in this agreement, the Sub-Advisor will not consult with any other investment advisory firm that provides investment advisory services to any investment company sponsored by Principal Life Insurance Company regarding transactions for the Fund in securities or other assets.

  • Prohibited Actions The Company agrees that it will not take any action which would entitle the Warrantholder to an adjustment of the Exercise Price if the total number of shares of Common Stock issuable after such action upon exercise of this Warrant, together with all shares of Common Stock then outstanding and all shares of Common Stock then issuable upon the exercise of all outstanding options, warrants, conversion and other rights, would exceed the total number of shares of Common Stock then authorized by its Charter.

  • Prohibited Uses You may use the Website only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Website: • In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries). • For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise. • To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards set out in these Terms of Use. • To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any "junk mail," "chain letter," "spam," or any other similar solicitation. • To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing). • To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website, or expose them to liability. Additionally, you agree not to: • Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Website, including their ability to engage in real time activities through the Website. • Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website. • Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent. • Use any device, software, or routine that interferes with the proper working of the Website. • Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful. • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website. • Attack the Website via a denial-of-service attack or a distributed denial-of-service attack. • Otherwise attempt to interfere with the proper working of the Website.

  • Prohibited Use 4. You may not use the Website for any of the following purposes:

  • Prohibited Persons Neither Purchaser, nor any Affiliate of Purchaser nor any Person that directly or indirectly owns 10% or more the outstanding equity in Purchaser (collectively, the “Purchaser Persons”), is, or has been determined by the U.S. Secretary of the Treasury to be acting on behalf of, a Blocked Person, or has otherwise been designated as a Person (i) with whom an entity organized under the laws of the United States is prohibited from entering into transactions or (ii) from whom such an entity is prohibited from receiving money or other property or interests in property, pursuant to the Executive Order or otherwise. In addition, no Purchaser Person is located in, or operating from, a country subject to U.S. economic sanctions administered by OFAC.

  • Prohibited Transactions and Activities None of the Depositor, the Servicer or the Trustee shall sell, dispose of or substitute for any of the Mortgage Loans (except in connection with (i) the foreclosure of a Mortgage Loan, including but not limited to, the acquisition or sale of a Mortgaged Property acquired by deed in lieu of foreclosure, (ii) the bankruptcy of the Trust Fund, (iii) the termination of the Trust Fund pursuant to Article IX of this Agreement, (iv) a substitution pursuant to Article II of this Agreement or (v) a purchase of Mortgage Loans pursuant to Article II or III of this Agreement), nor acquire any assets for any REMIC created hereunder (other than REO Property acquired in respect of a defaulted Mortgage Loan), nor sell or dispose of any investments in the Collection Account or the Distribution Account for gain, nor accept any contributions to any REMIC created hereunder after the Closing Date (other than a Qualified Substitute Mortgage Loan delivered in accordance with Section 2.03), unless it has received an Opinion of Counsel, addressed to the Trustee (at the expense of the party seeking to cause such sale, disposition, substitution, acquisition or contribution but in no event at the expense of the Trustee) that such sale, disposition, substitution, acquisition or contribution will not (a) affect adversely the status of any of any REMIC Regular Interest created hereunder as a REMIC or (b) cause any REMIC Regular Interest created hereunder to be subject to a tax on “prohibited transactions” or “contributions” pursuant to the REMIC Provisions.

  • Prohibited Persons and Transactions Neither Seller, nor any of its affiliates, nor any of their respective members or partners, and none of their respective officers or directors is, nor prior to Closing, or the earlier termination of this Agreement, will they become, a person or entity with whom U.S. persons or entities are restricted from doing business under the regulations of the Office of Foreign Asset Control ("OFAC") of the Department of the Treasury (including those named on OFAC's Specially Designated Blocked Persons List) or under any U.S. statute, executive order (including the September 24, 2001, Executive Order Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit or Support Terrorism), or other governmental action and is not, and prior to Closing or the earlier termination of this Agreement will not, engage in any dealings or transactions with or be otherwise associated with such persons or entities.

  • Prohibited Activities You may not access or use the Site for any purpose other than that for which we make the Site available. The Site may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us. As a user of the Site, you agree not to:

  • Prohibited Activities and Conditions Except for matters described in this Section 6.12, Borrower will not cause or permit Prohibited Activities or Conditions. Borrower will comply with all Hazardous Materials Laws applicable to the Mortgaged Property. Without limiting the generality of the previous sentence, Borrower will: (i) obtain and maintain all Environmental Permits required by Hazardous Materials Laws and comply with all conditions of such Environmental Permits, (ii) cooperate with any inquiry by any Governmental Authority, and (iii) comply with any governmental or judicial order that arises from any alleged Prohibited Activity or Condition.

  • Prohibited Acts In addition to any other provision of the General Terms, the Subscriber shall not:

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