Common use of PUBLICATION AND CONFIDENTIALITY Clause in Contracts

PUBLICATION AND CONFIDENTIALITY. A. Background Intellectual Property and Project Intellectual Property of a Party, as well as other proprietary or confidential information of a Party, disclosed by that Party to the other in connection with the Research Project shall be received and held in confidence by the receiving Party and, except with the consent of the disclosing Party or as permitted under this Agreement, shall neither be used by the receiving Party nor disclosed by the receiving Party to others, provided that the receiving Party has notice that such information is regarded by the disclosing Party as proprietary or confidential. However, these confidentiality obligations shall not apply to use or disclosure by the receiving Party after such information is or becomes known to the public without breach of this provision or is or becomes known to the receiving Party from a source reasonably believed to be independent of the disclosing Party or is developed by or for the receiving Party independently of its disclosure by the disclosing Party. B. Either Party may publish its results from the Research Project and each Party agrees to provide to the other a copy of any such publications at the time of submission. Whenever possible, the publishing Party shall provide the other Party a thirty (30) day period in which to review proposed publications, identify material on which patent applications should be filed, and submit other comments. Each Party will give serious and good-faith consideration to any comments received from the other, provided, however, that such comments are received in sufficient time so as not to delay publication. In the event that Company or University desire to provide confidential information to the other, such information will be marked in writing as confidential at the time it is provided or, if provided orally, identified as confidential at the time of disclosure and confirmed in writing within ten (10) days of the oral disclosure. Unless otherwise required by law, the receiving Party will maintain such information in confidence in the same manner in which it maintains its own confidential information. Confidential information does not include information which: is or becomes generally available in the public domain through no act of the receiving Party; or was independently known prior to receipt thereof or is subsequently discovered independently by an employee of the receiving Party who has no access to the information supplied under this Agreement; or is made available to the receiving Party as a matter of lawful right by a third party. The receiving Party retains the right to refuse to accept any such information which is not considered to be essential to the Research Project. The obligations of the receiving Party to maintain the confidence of any information provided under this Agreement shall survive and continue for three (3) years.

PUBLICATION AND CONFIDENTIALITY. A. Background Intellectual Property and Project Intellectual Property of a Partyparty, as well as other proprietary or confidential information of a Partyparty, disclosed by that Party party to the other in connection with the Research Project this SBIR project shall be received and held in confidence by the receiving Party party and, except with the consent of the disclosing Party party or as permitted under this Agreement, shall neither be used by the receiving Party party nor disclosed by the receiving Party party to others, provided that the receiving Party party has notice that such information is regarded by the disclosing Party party as proprietary or confidential. However, these confidentiality obligations shall not apply to use or disclosure by the receiving Party party after such information is or becomes known to the public without breach of this provision or is or becomes known to the receiving Party party from a source reasonably believed to be independent of the disclosing Party party or is developed by or for the receiving Party party independently of its disclosure by the disclosing Partyparty. B. Either Party may publish its results from the Research Project this SBIR project and each Party agrees to provide to the other a copy of any such publications at the time of submission. Whenever possible, the publishing Party party shall provide the other Party a thirty (30) day period in which to review proposed publications, identify material on which patent applications should be filed, and submit other comments. Each Party will give serious and good-faith consideration to any comments received from the other, provided, however, that such comments are received in sufficient time so as not to delay publication. . C. In the event that Company SBC or University desire to provide confidential information to the other, such information will be marked in writing as confidential at the time it is provided or, if provided orally, identified as confidential at the time of disclosure and confirmed in writing within ten (10) days of the oral disclosure. Unless otherwise required by law, the receiving Party party will maintain such information in confidence in the same manner in which it maintains its own confidential information. Confidential information does not include information which: : 1. is or becomes generally available in the public domain through no act of the receiving Partyparty; or or 2. was independently known prior to receipt thereof or is subsequently discovered independently by an employee of the receiving Party party who has no access to the information supplied under this Agreement; or or 3. is made available to the receiving Party party as a matter of lawful right by a third party. The receiving Party party retains the right to refuse to accept any such information which is not considered to be essential to the Research ProjectRESEARCH PROGRAM. The obligations of the receiving Party party to maintain the confidence of any information provided under this Agreement shall survive and continue for three (3) yearsone year.