Common use of Receiving Party’s Obligations Clause in Contracts

Receiving Party’s Obligations. During the term of this Agreement and thereafter, except as a Disclosing Party may otherwise authorize in writing in advance, each Receiving Party shall use the other Party’s Confidential Information only to fulfill its commitments and exercise its rights under this Agreement. Each Receiving Party agrees not to disclose any Confidential Information of the other Party to anyone other than those employees, agents, contractors or Subcontractors of the Receiving Party who need to know such Confidential Information for the purposes of this Agreement and who have entered into binding written obligations of confidentiality substantially similar to the obligations set forth herein. Upon reasonable request by the Disclosing Party, the receiving Party will provide copies of the confidentiality agreements entered into with its employees, agents or contractors. Each Receiving Party shall treat all Confidential Information of the Disclosing Party with the degree of care it accords to its own Confidential Information, but not less than reasonable care. Neither Receiving Party shall reverse engineer, disassemble or decompile any prototypes, firmware, software or other tangible objects which embody the other Party’s Confidential Information. Each Receiving Party will notify and cooperate with the other Party in enforcing the Disclosing Party’s rights if such Receiving Party becomes aware of a threatened or actual violation of the confidentiality requirements of this Section. Upon completion of Work pursuant to this Agreement, except as otherwise provided in this Agreement, a Receiving Party shall return any and all tangible embodiments of Confidential Information to the Disclosing Party promptly following the request of the Disclosing Party.

Appears in 2 contracts

Samples: Services and Materials Agreement (Silver Spring Networks Inc), Services and Materials Agreement (Silver Spring Networks Inc)

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Receiving Party’s Obligations. During the term of this Agreement and thereafter, except as a Disclosing Party may otherwise authorize in writing in advance, each The Receiving Party shall use the other Confidential Information solely for the Purpose for which it was disclosed and safeguard the confidentiality of the Disclosing Party’s Confidential Information only applying the same degree of care it uses to fulfill protect its commitments and exercise its rights under this Agreementown information of like nature. Each The Receiving Party agrees not shall only disclose the Confidential Information to disclose its staff and employees that need to have access to it for the Purpose and prevent the disclosure of any Confidential Information of the other Party to anyone other than those employees, agents, contractors or Subcontractors of the Receiving Party who need to know such Confidential Information for the purposes of this Agreement and who have entered into binding written obligations of confidentiality substantially similar to the obligations set forth hereinany unauthorized person. Upon reasonable request Unless expressly authorized in writing by the Disclosing Party, the receiving Party will provide copies of the confidentiality agreements entered into with its employees, agents or contractors. Each Receiving Party shall treat all Confidential Information of not further process, disclose, publish or transmit the Disclosing Party with the degree of care it accords to its own Confidential Information, but not less than reasonable care. Neither Receiving Party shall reverse engineer, disassemble or decompile any prototypes, firmware, software or other tangible objects which embody the other Party’s Confidential Information. Each Receiving Party will notify and cooperate with the other Party in enforcing the Disclosing Party’s rights if such Receiving Party becomes aware of a threatened or actual violation of the confidentiality requirements of this Section. Upon completion of Work pursuant to this Agreement, except as otherwise provided in this Agreement, a Receiving Party shall return any and all tangible embodiments of Confidential Information to the Disclosing Party promptly following any third party. Upon the request of the Disclosing Party, the Receiving Party shall (a) promptly return or destroy any or all Confidential Information, including copies or other reproductions thereof and not retain any copies in whole or in part of such Confidential Information, (b) securely destroy or dispose of documents or materials in any form, including electronic form, prepared by or received by the Receiving Party or its representatives that contain or reflect the Confidential Information, and (c) if requested by the Disclosing Party, certify such return or destruction to the Disclosing Party. The Company may not disclose Confidential Information unless required by applicable law, provided that, subject to and without any waiver of the privileges and immunities of IOM, the Company shall provide sufficient prior notice to IOM of the request for the disclosure of Confidential Information in order to allow IOM to have a reasonable opportunity to take protective measures or such other action as IOM deems appropriate to assert its privileges and immunities. The fact that a disclosure was legally required will not alter the nature of the Confidential Information. If, for any reason, the Receiving Party does not carry out or is not able to carry out its obligations under this Agreement, it must give notice and full particulars in writing to the Disclosing Party as soon as possible. The obligations under this Article shall survive the expiration or termination of this Agreement in perpetuity.

Appears in 1 contract

Samples: Mutual Confidentiality Agreement

Receiving Party’s Obligations. During the term of this Agreement and thereafter, except as a Disclosing Party may otherwise authorize in writing in advance, each Receiving Party shall use the other Party’s Confidential Information only to fulfill its commitments and exercise its rights under this Agreement. Each Receiving Party agrees not to disclose any Confidential Information of the other Party to anyone other than those employees, agents, contractors or Subcontractors of the Receiving Party who need to know such Confidential Information for the purposes of this Agreement and who have entered into binding written obligations of confidentiality substantially similar to the obligations set forth herein. Upon reasonable request by the Disclosing Party, the receiving Party will provide copies of the confidentiality agreements entered into with its employees, agents or contractors. Each Receiving Party shall treat all Confidential Information of the Disclosing Party with the degree of care it accords to its own Confidential Information, but not less than reasonable care. Neither Receiving Party shall reverse engineer, disassemble or decompile any prototypes, firmware, software or other tangible objects which embody the other Party’s Confidential Information. Each Receiving Party will notify and cooperate with the other Party in enforcing the Disclosing Party’s rights if such Receiving Party becomes aware of a threatened or actual violation of the confidentiality requirements of this Section. Upon completion of Work pursuant to this Agreement, except as otherwise provided in this Agreement, except as otherwise provided in the Agreement, upon written request, a Receiving Party shall return any and all tangible embodiments of Confidential Information to the Disclosing Party promptly following or destroy any and all electronic copies of Confidential Information maintained by each Receiving Party using a media sanitization process mutually agreed to by the request of the Disclosing PartyParties.”`

Appears in 1 contract

Samples: Services and Material Agreement (Silver Spring Networks Inc)

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Receiving Party’s Obligations. During the term of this Agreement and thereafter, except as a Disclosing Party may otherwise authorize in writing in advance, each The Receiving Party shall use the other Confidential Information solely for the Purpose for which it was disclosed, and safeguard the confidentiality of the Disclosing Party’s Confidential Information only applying the same degree of care it uses to fulfill protect its commitments and exercise its rights under this Agreementown information of like nature. Each The Receiving Party agrees not shall only disclose the Confidential Information to disclose its staff and employees that need to have access to it for the Purpose, and prevent the disclosure of any Confidential Information of the other Party to anyone other than those employees, agents, contractors or Subcontractors of the Receiving Party who need to know such Confidential Information for the purposes of this Agreement and who have entered into binding written obligations of confidentiality substantially similar to the obligations set forth hereinany unauthorized person. Upon reasonable request Unless expressly authorized in writing by the Disclosing Party, the receiving Party will provide copies of the confidentiality agreements entered into with its employees, agents or contractors. Each Receiving Party shall treat all Confidential Information of not further process, disclose, publish or transmit the Disclosing Party with the degree of care it accords to its own Confidential Information, but not less than reasonable care. Neither Receiving Party shall reverse engineer, disassemble or decompile any prototypes, firmware, software or other tangible objects which embody the other Party’s Confidential Information. Each Receiving Party will notify and cooperate with the other Party in enforcing the Disclosing Party’s rights if such Receiving Party becomes aware of a threatened or actual violation of the confidentiality requirements of this Section. Upon completion of Work pursuant to this Agreement, except as otherwise provided in this Agreement, a Receiving Party shall return any and all tangible embodiments of Confidential Information to the Disclosing Party promptly following any third party. Upon the request of the Disclosing Party, the Receiving Party shall (a) promptly return or destroy any or all Confidential Information, including copies or other reproductions thereof and not retain any copies in whole or in part of such Confidential Information, (b) securely destroy or dispose of documents or materials in any form, including electronic form, prepared by or received by the Receiving Party or its representatives that contain or reflect the Confidential Information, and (c) if requested by the Disclosing Party, certify such return or destruction to the Disclosing Party. The Company may not disclose Confidential Information unless required by applicable law, provided that, subject to and without any waiver of the privileges and immunities of IOM, the Company shall provide sufficient prior notice to IOM of the request for the disclosure of Confidential Information in order to allow IOM to have a reasonable opportunity to take protective measures or such other action as IOM deems appropriate to assert its privileges and immunities. The fact that a disclosure was legally required will not alter the nature of the Confidential Information. If, for any reason, the Receiving Party does not carry out or is not able to carry out its obligations under this Agreement, it must give notice and full particulars in writing to the Disclosing Party as soon as possible. The obligations under this Article shall survive the expiration or termination of this Agreement in perpetuity.

Appears in 1 contract

Samples: Mutual Confidentiality Agreement

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