Common use of Restrictions on Disclosure Clause in Contracts

Restrictions on Disclosure. Without Discloser’s prior written consent, Recipient shall not: Disclose to any third party the fact that Discloser has provided any Confidential Information to Recipient; Disclose to any third party the Confidential Information or any portion thereof; or Use Confidential Information for any purpose other than that stated in the paragraphs above, including without limitation decompiling, disassembling or reverse engineering any software that constitutes Confidential Information. Recipient shall only disclose Confidential Information to those of its and its Affiliates’ employees, accountants and attorneys who need to know such information in order to perform Recipient’s obligations in connection with the Transaction (collectively, “Representatives”), or any other party with Discloser’s prior written consent. Before disclosure to any of the above parties, Recipient will have a written agreement in place sufficient to require that party to treat Confidential Information in accordance with this Agreement. Recipient will remain responsible for such parties’ compliance with this Agreement. Recipient specifically agrees that it will not use any non-public personal information about Discloser’s customers in any manner prohibited by Title V of the Xxxxx-Xxxxx-Xxxxxx Act. The foregoing obligations shall not apply to any Confidential Information that Recipient can demonstrate: (i) is or becomes publicly available without breach of this Agreement; (ii) Recipient rightly receives without obligation of confidentiality from a third party; or (iii) Recipient develops independently without reference to Confidential Information.

Appears in 2 contracts

Samples: Confidentiality Agreement, Confidentiality Agreement

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Restrictions on Disclosure. Without Discloser’s prior written consent, Recipient shall not: : (a) Disclose to any third party the fact that Discloser has provided any Confidential Information to Recipient; ; (b) Disclose to any third party the Confidential Information or any portion thereof; or or (c) Use Confidential Information for any purpose other than that stated in the paragraphs above, including without limitation decompiling, disassembling or reverse engineering any software that constitutes Confidential Information. . (d) Recipient shall only disclose Confidential Information to those of its and its Affiliates’ employees, accountants and attorneys who need to know such information in order to perform Recipient’s obligations in connection with the Transaction (collectively, “Representatives”), or any other party with Discloser’s prior written consent. Before disclosure to any of the above parties, Recipient will have a written agreement in place sufficient to require that party to treat Confidential Information in accordance with this Agreement. Recipient will remain responsible for such parties’ compliance with this Agreement. Recipient specifically agrees that it will not use any non-public personal information about Discloser’s customers in any manner prohibited by Title V of the Xxxxx-Xxxxx-Xxxxxx Act. The foregoing obligations shall not apply to any Confidential Information that Recipient can demonstrate: (i) is or becomes publicly available without breach of this Agreement; (ii) Recipient rightly receives without obligation of confidentiality from a third party; or (iii) Recipient develops independently without reference to Confidential Information.

Appears in 2 contracts

Samples: Confidentiality Agreement, Confidentiality Agreement

Restrictions on Disclosure. Without Discloser’s prior written consent, Recipient shall not: Disclose (a) disclose to any third party the fact that Discloser has provided any Confidential Information to Recipient; Disclose (b) disclose to any third party the Confidential Information or any portion thereof; or Use (c) use Confidential Information for any purpose other than that stated in the paragraphs paragraph 2 above, including without limitation decompiling, disassembling or reverse engineering any software that constitutes Confidential Information. Recipient shall only disclose Confidential Information to those of its and its Affiliates’ employees, accountants and attorneys who need to know such information in order to perform Recipient’s obligations in connection with the Transaction (collectively, “Representatives”), or any other party with Discloser’s prior written consent. Before disclosure to any of the above parties, Recipient will have a written agreement in place sufficient to require that party to treat Confidential Information in accordance with this Agreement. Recipient will remain responsible for such parties’ compliance with this Agreement. Recipient specifically agrees that it will not use any non-public personal information about Discloser’s customers in any manner prohibited by Title V of the Xxxxx-Xxxxx-Xxxxx- Xxxxxx Act. The foregoing obligations shall not apply to any Confidential Information that Recipient can demonstrate: demonstrate (i) is or becomes publicly available without breach of this Agreement; (ii) Recipient rightly receives without obligation of confidentiality from a third party; or (iii) Recipient develops independently without reference to Confidential Information.

Appears in 1 contract

Samples: Confidentiality Agreement

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Restrictions on Disclosure. Without Discloser’s prior written consent, Recipient shall not: Disclose (a) disclose to any third party the fact that Discloser has provided any Confidential Information to Recipient; Disclose (b) disclose to any third party the Confidential Information or any portion thereof; or Use (c) use Confidential Information for any purpose other than that stated in the paragraphs paragraph 2 above, including without limitation decompiling, disassembling or reverse engineering any software that constitutes Confidential Information. Recipient shall only disclose Confidential Information to those of its and its Affiliates’ employees, accountants and attorneys who need to know such information in order to perform Recipient’s obligations in connection with the Transaction (collectively, “Representatives”), or any other party with Discloser’s prior written consent. Before disclosure to any of the above parties, Recipient will have a written agreement in place sufficient to require that party to treat Confidential Information in accordance with this Agreement. Recipient will remain responsible for such parties’ compliance with this Agreement. Recipient specifically agrees that it will not use any non-public personal information about Discloser’s customers in any manner prohibited by Title V of the Xxxxx-Xxxxx-Xxxxxx Act. The foregoing obligations shall not apply to any Confidential Information that Recipient can demonstrate: demonstrate (i) is or becomes publicly available without breach of this Agreement; (ii) Recipient rightly receives without obligation of confidentiality from a third party; or (iii) Recipient develops independently without reference to Confidential Information.

Appears in 1 contract

Samples: Confidentiality Agreement

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