Requirement of Confidentiality. (a) Each Receiving Party agrees to hold all Confidential Information disclosed to such Receiving Party by the Disclosing Party in confidence and not to, directly or indirectly, copy, reproduce, distribute, manufacture, duplicate, reveal, report, publish, disclose, cause to be disclosed, or otherwise transfer the Confidential Information disclosed by the Disclosing Party to any third-party, or utilize the Confidential Information disclosed by the Disclosing Party for any purpose whatsoever other than as expressly contemplated by the Agreement.
(b) With regard to all Confidential Information, the obligations in this section 7 shall continue for the Term of the Agreement and for a period of three (3) years thereafter; provided, however, that, with respect to any Confidential Information which is a trade secret under applicable law, the obligations shall continue in perpetuity for so long as such information is considered a trade secret.
(c) Notwithstanding anything to the contrary herein, if the Receiving Party is ordered by an administrative agency or other governmental body of competent jurisdiction to disclose the Confidential Information, then the Receiving Party may disclose the requested Confidential Information; provided however, that, the Receiving Party shall first notify the Disclosing Party prior to disclosure, if allowed by law, in order to give the Disclosing Party a reasonable opportunity to seek an appropriate protective order or waive compliance with the terms of this Agreement and shall disclose only that part of the Confidential Information which the Receiving Party is required to disclose.
Requirement of Confidentiality. (a) The Recipient agrees to hold all Confidential Information disclosed to the Recipient by the Disclosing Party in confidence and not to, directly or indirectly, copy, reproduce, distribute, manufacture, duplicate, reveal, report, publish, disclose, cause to be disclosed, or otherwise transfer the Confidential Information disclosed by the Disclosing Party to any third party, or utilize the Confidential Information disclosed by the Disclosing Party for any purpose whatsoever other than as expressly contemplated by the Agreement.
(b) The Company acknowledges that the Docebo Software and Documentation, as well as all pricing aspects of Orders and SOWs issued in connection with this Agreement, are the Confidential Information of Docebo. Docebo acknowledges that all data input by the Company or End Users into the Docebo Software is the Confidential Information of the Company.
(c) With regard to all Confidential Information, the obligations in this Section 7.2 shall continue for the Term of the Agreement and for a period of three (3) years thereafter; provided, however, that, with respect to any Confidential Information which is a trade secret under applicable law, the obligations shall continue in perpetuity for so long as such information is considered a trade secret.
(d) The foregoing obligations shall not apply if and to the extent that: (i) the Recipient establishes that the information communicated was publicly known at the time of the Recipient’s receipt or has become publicly known other than by a breach of this Agreement; (ii) prior to disclosure hereunder was already in the Recipient’s possession without restriction as evidenced by appropriate documentation; (iii) subsequent to any disclosure hereunder, the information is obtained by the Recipient on a non- confidential basis from a third party who has the right to disclose such information; or (iv) was developed by the Recipient without any use of any of the Confidential Information as evidenced by appropriate documentation. Notwithstanding anything to the contrary herein, if the Recipient is ordered by an administrative agency or other governmental body of competent jurisdiction to disclose the Confidential Information, then the Recipient may disclose the requested Confidential Information; provided however, that, the Recipient shall first notify the Disclosing Party prior to disclosure, if allowed by law, in order to give the Disclosing Party a reasonable opportunity to seek an appropriate protecti...
Requirement of Confidentiality. (a) Each Receiving Party agrees to hold all Confidential Information disclosed to such Receiving Party by the Disclosing Party in confidence and not to, directly or indirectly, copy, reproduce, distribute, manufacture, duplicate, reveal, report, publish, disclose, cause to be disclosed, or otherwise transfer the Confidential Information disclosed by the Disclosing Party to any third party, or utilize the Confidential Information disclosed by the Disclosing Party for any purpose whatsoever other than as expressly contemplated by the Agreement.
(b) The Customer acknowledges that the Docebo Software and Documentation, as well as all pricing aspects of Order Forms and SOWs issued in connection with this Agreement, are the Confidential Information of Omniplex and Docebo.
(c) With regard to all Confidential Information, the obligations in this Section 7 shall continue for the Term of the Agreement and for a period of three (3) years thereafter; provided, however, that, with respect to any Confidential Information which is a trade secret under applicable law, the obligations shall continue in perpetuity for so long as such information is considered a trade secret.
Requirement of Confidentiality. This Agreement contemplates ------------------------------ the exchange of certain confidential and proprietary information by one Party (the "Disclosing Party") to the other Party (the "Receiving Party") during the term of this Agreement (the "Confidential Information) and the development of certain confidential and proprietary information in the course of the collaboration by the Parties hereunder, including, without limitation, Know-How and Results (the "Research Information") (the Confidential Information and Research Information are collectively referred to hereinafter as the "Information"). With respect to the Information, each Party, shall:
(a) use such Information only for the purpose of performing its duties or exercising its rights under this Agreement and for no other purpose, subject to the terms and conditions of this Agreement;
(b) safeguard such Information against disclosure to others with the same degree of care as it exercises with its own data of a similar nature, but not less than a reasonable degree of care; and
(c) not disclose such Information to others (except to its employees, or consultants, who are bound to the Receiving Party by a like obligation of confidentiality and restriction on use) without the express written consent of the other Party.
Requirement of Confidentiality. The recipient of any Confidential Information shall:
i. not disclose such information except to its employees, contractors, and subsidiaries who have a need to know and who are bound by confidentiality obligations substantially like those herein;
ii. use such information only in connection with the purposes of this Agreement;
iii. take measures to protect and safeguard the Confidential Information using the same degree of care that the recipient uses to protect and safeguard its own Confidential Information of a similar nature, but in no event less than a reasonable degree of care; and
iv. in no event shall Customer use CSD’s Confidential Information to directly or indirectly compete against CSD or to make, attempt to make, have made, cause to be made, or assist in the making or provision of, any product or service that competes with any CSD Product or Service.
Requirement of Confidentiality. The Recipient agrees: (a) not to disclose or otherwise make available Confidential Information of the Disclosing Party to any third party without the prior written consent of the Disclosing Party, provided that the Recipient may disclose the Confidential Information of the Disclosing Party to its, and its affiliates, officers, employees, consultants and legal advisors who have a “need to know”, who have been apprised of this restriction and who are themselves bound by nondisclosure obligations at least as restrictive as those set forth in this Section 9; (b) to use the Confidential Information of the Disclosing Party only for the purposes of performing its obligations or as otherwise authorised under the Agreement; and
Requirement of Confidentiality. Recipient agrees to hold the Proprietary Information of Owner in strictest confidence and not to, directly or indirectly, use, copy, reproduce, distribute, manufacture, duplicate, reveal, report, publish, disclose, cause to be disclosed, or otherwise transfer the Proprietary Information of Owner to any third party, or utilize the Proprietary Information of Owner for any purpose whatsoever other than as expressly contemplated by this Agreement. With regard to the Trade Secrets, this obligation shall continue for so long as such information constitutes a trade secret under applicable law. With regard to the Confidential Information, this obligation shall continue for the term of this Agreement and for a period of one (1) year thereafter. The foregoing obligations shall not apply if and to the extent that: (a) Recipient establishes that the information communicated was already known to Recipient, without obligations to keep such information confidential, at the time of Recipient's receipt from Owner, as evidenced by documents in the possession of Recipient prepared or received prior to disclosure of such information; (
Requirement of Confidentiality. The Recipient agrees that it will use the same degree of care it uses to protect the confidentiality of its own confidential information of like kind (but not less than reasonable care) to: (a) not disclose or otherwise make available Confidential Information of the Disclosing Party to any third party without the prior written consent of the Disclosing Party, provided that the Recipient may disclose the Confidential Information of the Disclosing Party to its, and its affiliates’, officers, employees, consultants and legal advisors who have a “need to know,” who have been apprised of this restriction and who are themselves bound by nondisclosure obligations at least as restrictive as those set forth in this Section 6; and (b) use the Confidential Information of the Disclosing Party only for the purposes of performing its obligations or as otherwise authorized under this Agreement. The Recipient will promptly notify the Disclosing Party in the event it becomes aware of any loss or disclosure of any of the Confidential Information of Disclosing Party. The obligations in this Section 6 will survive termination and continue for so long as the applicable information constitutes Confidential Information.
Requirement of Confidentiality. This Agreement contemplates the ------------------------------ exchange of certain confidential and proprietary information orally and in writing both inside and outside the Fields by one Party (the "Disclosing Party") to the other Party (the "Receiving Party") during the term of this Agreement (the "Confidential Information") and the development of certain confidential and proprietary information in the Fields in the course of the Research collaboration by the Parties hereunder, including, without limitation, Test Compounds and Results (the "Research Information") (the Confidential Information and Research Information are collectively referred to hereinafter as the "Information"). Such information shall be marked "Confidential" and any information disclosed orally shall be deemed not to be Information unless notified in writing by the Disclosing Party to the Receiving Party within thirty (30) days of the oral disclosure. With respect to Information, each Party, shall:
11.1 1 use the Information only for the purpose of performing its duties or exercising its rights under this Agreement and for no other purpose, subject to the terms and conditions of this Agreement;
Requirement of Confidentiality. The recipient of any Proprietary Information shall (a) not disclose such information except to its employees, contractors, and subsidiaries who have a need to know and who are bound by confidentiality obligations substantially similar to those herein, and (b) use such information only in connection with the purposes of this Contract. The obligations in this Section 4 will continue for the longer of any term of any Software license, and for a period of three years thereafter.
