Common use of Protection of Proprietary Rights Clause in Contracts

Protection of Proprietary Rights. (a) Provider acknowledges that the tangible and intangible information specifically designated by Company as confidential, including the design, Plans, specifications, software manuals, customer lists, supplier data, customer data, cost and price data, marketing information (other than D&B Data) and other information relating to the Company Directory that is designated as confidential, whether disclosed to Provider in connection with this Agreement or otherwise, constitutes valuable confidential and proprietary information of Company (collectively, "Company Confidential Information"). Notwithstanding the foregoing, Company Confidential Information shall not include information that was lawfully disclosed to Provider free of any obligation to keep it confidential, information that is or that becomes publicly available by other than unauthorized disclosure and information that is independently developed by Provider. Provider shall not use or disclose and shall not suffer or permit its employees, agents or any other parties to use or disclose such Company Confidential Information other than as contemplated by this Agreement without Company's prior written consent. Provider shall inform Company promptly after discovery -5- 7 of any unauthorized use or disclosure of any of the Company Confidential Information and shall furnish to Company all available information and reasonably cooperate with Company regarding such disclosure. (b) Company acknowledges that the tangible and intangible information specifically designated by Provider as confidential, including data, formats and layouts, the terms of this Agreement, and other information relating to the D&B Data, whether disclosed to Company in connection with this Agreement or otherwise, constitutes valuable confidential and proprietary information of Provider (collectively, "Provider Confidential Information"). Notwithstanding the foregoing, Provider Confidential Information shall not include information that was lawfully disclosed to Company free of any obligation to keep it confidential, information that is or that becomes publicly available by other than unauthorized disclosure and information that is independently developed by Company. Company shall not use or disclose and shall not suffer or permit its employees, agents or any other parties to use or disclose such Provider Confidential Information other than as contemplated by this Agreement without Provider's prior written consent. Company shall inform Provider promptly after discovery of any unauthorized use or disclosure of any Provider Confidential Information and shall furnish to Provider all available information and reasonably cooperate with Provider regarding such disclosure. (c) Each party recognizes and agrees that its breach of the provisions of this Paragraph 10 may cause immediate and irreparable harm to the other party, and that in the event of such breach, the other party, in addition to any damages to which it may be entitled, shall have the right to seek injunctive relief against the other party.

Protection of Proprietary Rights. (a) Provider acknowledges that the tangible and intangible information specifically designated by Company as confidential, including the design, Plansplans, specifications, software manuals, customer lists, supplier data, customer data, cost and price data, marketing information (other than D&B Data) and other information relating to the Company Directory that is designated as confidential, whether disclosed to Provider in connection with this Agreement or otherwise, constitutes valuable confidential and proprietary information of Company (collectively, "Company Confidential Information"). Notwithstanding the foregoing, Company Confidential Information shall not include information that was lawfully disclosed to Provider free of any obligation to keep it confidential, information that is or that becomes publicly available by other than unauthorized disclosure and information that is independently developed by Provider. Provider shall not use or disclose and shall not suffer or permit its employees, agents or any other parties to use or disclose such Company Confidential Information other than as contemplated by this Agreement without Company's prior written consent. Provider shall inform Company promptly after discovery -5- 7 of any unauthorized use or disclosure of any of the Company Confidential Information and shall furnish to Company all available information and reasonably cooperate with Company regarding such disclosure. (b) Company acknowledges that the tangible and intangible information specifically designated by Provider as confidential, including data, data formats and layouts, the terms of this Agreement, and other information relating to the D&B Data, whether disclosed to Company in connection with this Agreement or otherwise, constitutes valuable confidential and proprietary information of Provider (collectively, "Provider Confidential Information"). Notwithstanding the foregoing, Provider Confidential Information shall not include information that was lawfully disclosed to Company free of any obligation to keep it confidential, information that is or that becomes publicly available by other than unauthorized disclosure and information that is independently developed by Company. Company shall not use or disclose and shall not suffer or permit its employees, agents or any other parties to use or disclose such Provider Confidential Information other than as contemplated by this Agreement without Provider's prior written consent. Company shall inform Provider promptly after discovery of any unauthorized use or disclosure of any Provider Confidential Information and shall furnish to Provider all available information and reasonably cooperate with Provider regarding such disclosure. (c) Each party recognizes and agrees that its breach of the provisions of this Paragraph 10 may cause immediate and irreparable harm to the other party, and that in the event of such breach, the other party, in addition to any damages to which it may be entitled, shall have the right to seek injunctive relief against the other party.any

Protection of Proprietary Rights. (a) Provider acknowledges that the tangible and intangible information specifically designated by Company as confidential, including the design, Plansplans, specifications, software manuals, customer lists, supplier data, customer data, cost and price data, marketing information (other than D&B Data) and other information relating to the Company Directory that is designated as confidential, whether disclosed to Provider in connection with this Agreement or otherwise, constitutes valuable confidential and proprietary information of Company (collectively, "Company Confidential Information"). Notwithstanding the foregoing, Company Confidential Information shall not include information that was lawfully disclosed to Provider free of any obligation to keep it confidential, information that is or that becomes publicly available by other than unauthorized disclosure and information that is independently developed by Provider. Provider shall not use or disclose and shall not suffer or permit its employees, agents or any other parties to use or disclose such Company Confidential Information other than as contemplated by this Agreement without Company's prior written consent. Provider shall inform Company promptly after discovery -5- 7 of any unauthorized use or disclosure of any of the Company Confidential Information and shall furnish to Company all available information and reasonably cooperate with Company regarding such disclosure. (b) Company acknowledges that the tangible and intangible information specifically designated by Provider as confidential, including data, data formats and layouts, the terms of this Agreement, and other information relating to the D&B Data, whether disclosed to Company in connection with this Agreement or otherwise, constitutes valuable confidential and proprietary information of Provider (collectively, "Provider Confidential Information"). Notwithstanding the foregoing, Provider Confidential Information shall not include information that was lawfully disclosed to Company free of any obligation to keep it confidential, information that is or that becomes publicly available by other than unauthorized disclosure and information that is independently developed by Company. Company shall not use or disclose and shall not suffer or permit its employees, agents or any other parties to use or disclose such Provider Confidential Information other than as contemplated by this Agreement without Provider's prior written consent. Company shall inform Provider promptly after discovery of any unauthorized use or disclosure of any Provider Confidential Information and shall furnish to Provider all available information and reasonably cooperate with Provider regarding such disclosure. (c) Each party recognizes and agrees that its breach of the provisions of this Paragraph 10 may cause immediate and irreparable harm to the other party, and that in the event of such breach, the other party, in addition to any damages to which it may be entitled, shall have the right to seek injunctive relief against the other party.