Restrictions and Confidentiality Sample Clauses

Restrictions and Confidentiality. (a) Except for any part of such Licensed Materials which is or becomes generally known to the public through acts not attributable to Ordering Company, Ordering Company shall hold such Licensed Materials in confidence, and shall not, without Supplier's prior written consent, disclose, provide, or otherwise make available, in whole or in part, any Licensed Materials to anyone, except to its employees having a need-to-know. Ordering Company shall not copy Licensed Materials embodied in Firmware. Ordering Company shall not make any copies of any other Licensed Materials except as necessary in connection with the rights granted hereunder. Ordering Company shall comply fully with the proprietary notice requirements set forth in Section 4.1,
Sample 1
AutoNDA by SimpleDocs
Restrictions and Confidentiality. No person shall become or remain a staff member of the Secretariat if he/she is occupying a property. All staff members shall maintain the confidentiality of information obtained in the course of duty for the Secretariat, throughout and after their period of employment. No staff member, consultant or expert engaged to perform services for the Secretariat shall take part in: processing a case, in any proceedings on a case in which they have a personal interest, if they have been consulted by or are associated with a party to a case if they have been involved in any legal proceedings on a case other than the proceedings before the Executive Secretariat and the Commission, or if there are any other circumstances which may affect their impartiality. In case of any doubt concerning this rule, a staff member shall declare this fact in writing to the Director of the Secretariat through his/her line manager in the Secretariat and the Director shall determine whether his/her impartiality could be affected, and decide on the matter as he/she deems necessary. Article 12 Supporting staff Subject to approval of the Executive Director of the Agency, external staff may be provided to support the Executive Secretariat from other institutions or entities. In such cases, their remuneration and personal conditions of service shall depend on their contract with the entity which proposed them. Article 13
Sample 1
Restrictions and Confidentiality. The Consultant shall not at any time during the continuance of this Agreement (unless otherwise agreed in writing by the Company and subject as provided below) either on his own behalf whether alone or in partnership or as an employee of any other person firm or corporation or as director of a company engage in any trade business or profession in the business similar to that of the Company or become an employee or agent of any other company, firm or individual save if contracted through or via the Company; The Consultant will not at any time during the two (2) years immediately following the determination of his engagement hereunder whether on his own account or on behalf of any other person firm or corporation solicit custom from deal with or supply in connection with the trade or business of any person firm or corporation who or which was a customer of the Company at any time during the period that the Consultant was engaged by the Company; The Consultant will not at any time during the twelve (12) months immediately following the determination of his engagement whether on his own account or on behalf or in the course of employment by any other person firm or corporation engage in or undertake in any trade or business similar to that of the Company within Kenya Uganda Tanzania Burundi and Rwanda save if contracted through or via the Company; The Consultant is aware that in the course of his engagement under this Agreement he will have access to and be entrusted with information in respect of the business and financing of the Company and its dealings and transactions and affairs and likewise in relation to its associated or subsidiary companies all of which information is or may be confidential. To protect the confidentiality of that information and without prejudice to every other duty which the Consultant has to keep secret all information given to him or gained in confidence the Consultant agrees: Not at any time whether during or after the end of his engagement by the Company (unless expressly so authorized by the Company or as a necessary part of the performance of his duties hereunder) to disclose to any person or to make use of any such confidential information including the research and data arising from the studies envisaged herein; To deliver to the Company before the end of the term of his engagement hereunder or the sooner determination thereof immediately after its end all documents belonging to the Company which are in his possession includi...
Sample 1
Restrictions and Confidentiality. During the course of this agreement you may come across confidential information about the University and the processes it operates. Accordingly, and subject to any agreement to be entered in to between the University and your substantive employer, you agree not to disclose to any third party or make use of confidential information about matters connected with the University, (or related to a subsidiary, supplier, customer or client of the University), including and without limitation information about students, patients, medical, scientific or technical processes, inventions, designs, business affairs, finances, employees or officers. Any breach of confidentiality will render you liable to disciplinary action/or to civil proceedings. The same applies upon expiry of the contract.
Sample 1
Restrictions and Confidentiality. 15.1 The Chairman will apply the highest standards of confidentiality, and not disclose to any person or company (whether during the course of the Appointment or at any time after its termination) any confidential information concerning the Company and any Group Companies which come into his contact by virtue of his position as Chairman of the Company. The Company will arrange the disposal of any papers no longer required.
Sample 1
Restrictions and Confidentiality. Except as permitted herein, each party shall maintain in confidence and make no use of any data or information disclosed to it by the other party hereunder. Such undertaking shall, however, not apply to the extent the receiving party is able to demonstrate that such data or information was already known to it prior to disclosure hereunder, that such data or information was in the public domain at the time of disclosure or subsequently became part of the public domain through no fault of the receiving party, or that such data or information was acquired by the receiving party from a third party having no secrecy obligation to the disclosing party. Data and information disclosed prior to the execution of this Agreement shall also be governed by the provisions hereof.
Sample 1
Restrictions and Confidentiality. You may not, without the prior written consent of the Company, devote any time to any business other than the business of the Company during your normal hours of work unless otherwise agreed by the Company. You will not at any time either during your employment or afterwards use or divulge to any person, firm or company, except in the proper course of your duties during your employment by the Company, any confidential information identifying or relating to the Company, details of which are not in the public domain. If you should leave your employment with the Company to work for a competitor (another company delivering the same or similar work type), the Company is entitled to deduct 1 month’s full salary from your final salary payment as compensation for fees and costs incurred in your development.
Sample 1
AutoNDA by SimpleDocs
Restrictions and Confidentiality. 5.1 The Director is aware that in the course of his engagement under this Agreement he will have access to and be entrusted with information in respect of the business and financing of the Company and its dealings and transactions and affairs likewise in relation to its associated or subsidiary companies all of which information is or may be confidential and he undertakes to protect the confidentiality of that information and without prejudice to every other duty which the Director has to keep secret all information given to him in confidence or gained in confidence.
Sample 1
Restrictions and Confidentiality 
Sample 1Sample 2Sample 3See All (5)

Related to Restrictions and Confidentiality

  • Loyalty and Confidentiality a. During the term of this Agreement Executive: (i) shall devote all his time, attention, skill, and efforts to the faithful performance of his duties hereunder; provided, however, that from time to time, Executive may serve on the boards of directors of, and hold any other offices or positions in, companies or organizations which will not present any conflict of interest with the Company and the Bank or any of their subsidiaries or affiliates, unfavorably affect the performance of Executive’s duties pursuant to this Agreement, or violate any applicable statute or regulation and (ii) shall not engage in any business or activity contrary to the business affairs or interests of the Company and the Bank.

  • Access and Confidentiality (a) Until the earlier of the Closing Date and the date on which the Agreement is terminated pursuant to Article 10, Seller shall afford to Purchaser and its officers and authorized agents and representatives reasonable access during normal business hours to the properties, books, records, contracts, documents, files and other information of or relating to the Assets and the Assumed Liabilities; provided, however, that nothing herein shall afford Purchaser the right to review any information to the extent relating solely to loans held by Seller not constituting Loans, including information regarding borrowers, or any information to the extent relating solely to Seller’s other branches, facilities and operations not subject to this Agreement. Seller shall identify to Purchaser, within fifteen (15) calendar days after the date hereof, a group of its salaried personnel (with the necessary expertise and experience to assist Purchaser) that shall constitute a “transition group” who will be available to Purchaser at reasonable times during normal business hours to provide information and assistance in connection with Purchaser’s investigation of matters relating to the Assets, the Assumed Liabilities and transition matters. Such transition group will also work cooperatively to identify and resolve issues arising from any commingling of Records with Seller’s records for its other branches, assets and operations not subject to this Agreement. Seller shall furnish Purchaser with such additional financial and operating data and other information about its business operations at the Branches as may be reasonably necessary for the orderly transfer of the business operations of the Branches, and Purchaser shall be responsible for any documented, out-of-pocket third party costs reasonably incurred by Seller in connection with furnishing such information; provided, however, that nothing herein shall afford Purchaser the right to review any information relating to loans held by Seller not constituting Loans, including information regarding borrowers or any information relating to Seller’s other branches, facilities and operations not subject to this Agreement. Any investigation pursuant to this Section 7.2(a) shall be conducted in such manner as not to unreasonably interfere with the conduct of Seller’s business. Notwithstanding the foregoing, Seller shall not be required to provide access to or disclose information where such access or disclosure would impose an unreasonable burden on Seller, or any employee of Seller, or would violate or prejudice the rights of customers, jeopardize any attorney-client privilege or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into and disclosed to Purchaser prior to the date of this Agreement. Seller and Purchaser shall use reasonable best efforts to make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply.

  • Compliance and Confidentiality The Warrant Agent shall perform its duties under this Agreement in compliance with all applicable laws and keep confidential all information relating to this Agreement and, except as required by applicable law, shall not use such information for any purpose other than the performance of the Warrant Agent’s obligations under this Agreement.

  • Restrictive Covenants and Confidentiality As a condition to the effectiveness of this Agreement, Executive will execute and deliver to the Company contemporaneously herewith Exhibit B, the Loyalty Agreement. Executive agrees to abide by the terms of the Loyalty Agreement, which are hereby incorporated by reference into this Agreement. Executive acknowledges that the provisions of the Loyalty Agreement will survive the termination of Executive’s employment and the termination of the Term for the periods set forth in the Loyalty Agreement. Notwithstanding any other provision of this Agreement, no payment shall be made or benefit provided pursuant to Section 4(c) following the date Executive first violates any of the restrictive covenants set forth in the Loyalty Agreement, and as of the first date on which Executive violates any such restrictive covenants, Executive shall pay the Company an amount equal to the sum of all payments theretofore paid to Executive pursuant to Section 4(c).

  • Noncompetition and Confidentiality (a) The parties recognize that the employment of Executive with the Company has been and will continue to be special, unique and of an extraordinary character, and in connection with such employment Executive has and will continue to acquire special skill and training. The parties also recognize that the covenants of Executive contained in this Section 9 are an essential part of Executive’s engagement by the Company and that, but for the agreement of the Executive to comply with such covenants, the Company would not have entered into this Agreement. Executive accordingly agrees that, during the Term, (i) Executive shall not act or serve, directly or indirectly, as a principal, agent, independent contractor, consultant, director, officer, executive, employee or advisor or in any other position or capacity with or for, or acquire a direct or indirect ownership interest in or otherwise conduct (whether as stockholder, partner, investor, joint venturer, or as owner of any other type of interest), any Competing Business (defined below); provided, however, that this clause shall not prohibit the Executive from being the owner of (A) up to 5% of any class of outstanding securities of any entity if such class of securities is publicly traded or (B) any other securities owned by Executive on the date of this Agreement, and (ii) Executive shall not, in connection with or for the benefit of any person or entity engaged in the non-hazardous solid waste business, solicit, induce, divert or take away, any officer, employee or consultant of the Company.

  • Non Competition and Confidentiality The Executive agrees that:

  • General Confidentiality (a) For purposes of this Agreement, “

  • Certain Transactions and Confidentiality Each Purchaser, severally and not jointly with the other Purchasers, covenants that neither it nor any Affiliate acting on its behalf or pursuant to any understanding with it will execute any purchases or sales, including Short Sales of any of the Company’s securities during the period commencing with the execution of this Agreement and ending at such time that the transactions contemplated by this Agreement are first publicly announced pursuant to the initial press release as described in Section 4.4. Each Purchaser, severally and not jointly with the other Purchasers, covenants that until such time as the transactions contemplated by this Agreement are publicly disclosed by the Company pursuant to the initial press release as described in Section 4.4, such Purchaser will maintain the confidentiality of the existence and terms of this transaction and the information included in the Disclosure Schedules. Notwithstanding the foregoing and notwithstanding anything contained in this Agreement to the contrary, the Company expressly acknowledges and agrees that (i) no Purchaser makes any representation, warranty or covenant hereby that it will not engage in effecting transactions in any securities of the Company after the time that the transactions contemplated by this Agreement are first publicly announced pursuant to the initial press release as described in Section 4.4, (ii) no Purchaser shall be restricted or prohibited from effecting any transactions in any securities of the Company in accordance with applicable securities laws from and after the time that the transactions contemplated by this Agreement are first publicly announced pursuant to the initial press release as described in Section 4.4 and (iii) no Purchaser shall have any duty of confidentiality or duty not to trade in the securities of the Company to the Company or its Subsidiaries after the issuance of the initial press release as described in Section 4.4. Notwithstanding the foregoing, in the case of a Purchaser that is a multi-managed investment vehicle whereby separate portfolio managers manage separate portions of such Purchaser’s assets and the portfolio managers have no direct knowledge of the investment decisions made by the portfolio managers managing other portions of such Purchaser’s assets, the covenant set forth above shall only apply with respect to the portion of assets managed by the portfolio manager that made the investment decision to purchase the Securities covered by this Agreement.

  • Publicity and Confidentiality 12.1 Publicity. Partner will keep confidential and will not disclose, market or advertise to third parties the terms of this Agreement (including the fees paid hereunder). Partner or Red Hat may reference its relationship with the other, in the normal course of business including during earnings calls, discussions with analysts, meetings with the press, customer briefings, general marketing activities and in regulatory filings. Neither Party will issue formal press releases or other similar activities referencing the other Party without the written consent of the other Party.

  • Duration of Confidentiality The provisions of this Article XIII shall apply during the term of this Agreement and for two years following termination of this Agreement pursuant to Section 14.1, and shall continue to apply to any Member who withdraws, who is deemed to have withdrawn, or who Transfers its Ownership Interest, for two years following the date of such occurrence.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!