Common use of Unauthorized Acts Clause in Contracts

Unauthorized Acts. Without limiting a Party’s rights in respect of a breach of this Article, each Party shall: (1) promptly notify the other Party of any unauthorized possession, use or knowledge, or attempt thereof, of the other Party’s Confidential Information by any person or entity that may become known to such Party; (2) promptly furnish to the other Party full details of the unauthorized possession, use or knowledge, or attempt thereof, and assist the other Party in investigating or preventing the recurrence of any unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information; (3) cooperate with the other Party in any litigation and investigation against third parties deemed necessary by the other Party to protect its proprietary rights; and (4) promptly use its best efforts to prevent a recurrence of any such unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information. Each Party shall bear the cost it incurs as a result of compliance with this Section.

Appears in 3 contracts

Samples: Data Services Agreement (HMS Holdings Corp), Data Services Agreement (HMS Holdings Corp), Data Services Agreement (HMS Holdings Corp)

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Unauthorized Acts. Without limiting a either Party’s 's rights in respect of a breach of this Article, each Party shall: (1a) promptly notify the other Party of any unauthorized possession, use or knowledge, or attempt thereof, of the other Party’s 's Confidential Information by any person or entity that may become known to such Party; (2b) promptly furnish to the other Party full details of the unauthorized possession, use or knowledge, or attempt thereof, and assist the other Party in investigating or preventing the recurrence of any unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information; (3c) cooperate with the other Party in any litigation and investigation against third parties deemed necessary by the other Party to protect its proprietary rights; and (4d) promptly use its best efforts to prevent a recurrence of any such unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information. Each Party shall bear the cost it incurs as a result of compliance with this SectionArticle.

Appears in 2 contracts

Samples: Outsourcing Services Agreement, Outsourcing Services Agreement (Hireright Inc)

Unauthorized Acts. Without limiting a either Party’s rights in respect of a breach of this Article, each Party shall: (1) promptly notify the other Party of any unauthorized possession, use or knowledge, or attempt thereof, of the other Party’s Confidential Information by any person or entity that may become known to such Party; (2) promptly furnish to the other Party full details of the unauthorized possession, use or knowledge, or attempt thereof, and assist the other Party in investigating or preventing the recurrence of any unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information; (3) cooperate with the other Party in any litigation and investigation against third parties deemed necessary by the other Party to protect its proprietary rights; and (4) promptly use its best efforts to prevent a recurrence of any such unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information. Each Party shall bear the cost it incurs as a result of compliance with this Section.

Appears in 2 contracts

Samples: Master Services Agreement (Virtusa Corp), Master Services Agreement (Virtusa Corp)

Unauthorized Acts. Without limiting a either Party’s rights in respect of a breach of this Article, each Party shall: (1) promptly notify the other Party of any unauthorized possession, use or knowledge, or attempt thereof, of the other Party’s Confidential Information by any person or entity that may become known to such Party; (2) promptly furnish to the other Party full the details of the unauthorized possession, use or knowledge, or attempt thereof, and assist the other Party in investigating or preventing the recurrence of any unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information; (3) cooperate with the other Party in any litigation and investigation against third parties deemed necessary by the other Party to protect its proprietary rights; and (4) promptly use its best reasonable efforts to prevent a recurrence of any such unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information. Each Party shall bear the cost it incurs as a result of compliance with this Section.

Appears in 2 contracts

Samples: Services Agreement (Broadcom Corp), Services Agreement (Broadcom Corp)

Unauthorized Acts. Without limiting a Partyeither party’s rights in respect of a breach of this ArticleSection, each Party party shall: (1) promptly notify the other Party party of any unauthorized possession, use or knowledge, or attempt thereof, of the other Partyparty’s Confidential Information by any person or entity that may become known to such Partyparty; (2) promptly furnish to the other Party full party the details of the unauthorized possession, use or knowledge, or attempt thereof, known by such party and assist the other Party party in investigating or preventing the recurrence of any unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information; (3) cooperate with the other Party party in any litigation and investigation against third parties deemed necessary by the other Party party to protect its proprietary rights; and (4) promptly use its best efforts to prevent a recurrence of any such unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information. Each Party shall bear the cost it incurs as a result of compliance with this Section.

Appears in 1 contract

Samples: Distribution Services Agreement (Aviall Inc)

Unauthorized Acts. Without limiting a either Party’s 's rights in respect of a breach of this Article, each Party shall: (1) promptly notify the other Party of any unauthorized possession, use or knowledge, or attempt thereof, of the other Party’s 's Confidential Information by any person or entity that may become known to such Party; (2) promptly furnish to the other Party full details of the unauthorized possession, use or knowledge, or attempt thereof, and assist the other Party in investigating or preventing the recurrence of any unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information; (3) cooperate with the other Party in any litigation and investigation against third parties deemed necessary by the other Party to protect its proprietary rights; and (4) promptly use its best efforts to prevent a recurrence of any such unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information. Each Party shall bear the cost it incurs as a result of compliance with this Section.

Appears in 1 contract

Samples: Master Information Technology Services Agreement (First Consulting Group Inc)

Unauthorized Acts. Without limiting a Party’s either party's rights in respect of a breach of this ArticleSection, each Party party shall: (1) promptly notify the other Party party of any unauthorized possession, use or knowledge, or attempt thereof, of the other Party’s party's Confidential Information by any person or entity that may become known to such Partyparty; (2) promptly furnish to the other Party full party the details of the unauthorized possession, use or knowledge, or attempt thereof, known by such party and assist the other Party party in investigating or preventing the recurrence of any unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information; (3) cooperate with the other Party party in any litigation and investigation against third parties deemed necessary by the other Party party to protect its proprietary rights; and (4) promptly use its best commercially reasonable efforts to prevent a recurrence of any such unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information. Each Party party shall bear the cost it incurs as a result of compliance with this Section.

Appears in 1 contract

Samples: Distribution Services Agreement (Aviall Inc)

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Unauthorized Acts. Without limiting a either Party’s rights in with respect of to a breach of this ArticleArticle 21, each Party shall: (1a) promptly notify the other Party of any unauthorized possession, use or knowledge, or attempt thereof, of the other Party’s Confidential Information by any person or entity that may become known to such Party; (2b) promptly furnish to the other Party full details of the unauthorized possession, use or knowledge, or attempt thereof, and assist the other Party in investigating or preventing the recurrence of any unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information; (3c) cooperate with the other Party in any litigation and investigation against third parties deemed necessary by the other Party to protect its proprietary rights; and (4d) promptly use its best efforts to prevent a recurrence of any such unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information. Each Party shall bear the cost it incurs as a result of compliance with this SectionSection 21.2.

Appears in 1 contract

Samples: Master Services Agreement (Michaels Stores Inc)

Unauthorized Acts. Without limiting a Party’s rights in with respect of to a breach of this ArticleArticle 19, each Party shall: : (1a) promptly notify the other Party of any unauthorized possession, use or knowledge, or attempt thereof, of the other Party’s Confidential Information by any person or entity that may become known to such Party; ; (2b) promptly furnish to the other Party full details of the unauthorized possession, use or knowledge, or attempt thereof, and assist the other Party in investigating or preventing the recurrence of any unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information; ; (3c) cooperate with the other Party in any litigation and investigation against third parties deemed necessary by the other Party to protect its proprietary rightsIntellectual Property Rights; and and (4e) promptly use its best efforts to prevent a recurrence of any such unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information. Each Party shall bear the cost it incurs as a result of compliance with this SectionArticle 19.

Appears in 1 contract

Samples: Master Services Agreement

Unauthorized Acts. Without limiting a either Party’s rights in respect of a breach of this ArticleSection, each Party shallwill: (1) . promptly notify the other Party of any unauthorized possession, use or knowledge, or attempt thereof, of the other Party’s Confidential Information by any person or entity that may become known to such Party;; and (2) . promptly furnish to the other Party full details of the unauthorized possession, use or knowledge, or attempt thereof, and assist the other Party in investigating or preventing the recurrence of any unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information;; and (3) . cooperate with the other Party in any litigation and investigation against third parties deemed necessary by the other Party to protect its proprietary rights; and (4) . promptly use its best commercially reasonable efforts to prevent a recurrence of any such unauthorized possession, use or knowledge, or attempt thereof, of Confidential Information. 5. Each Party shall will bear the cost it incurs as a result of compliance with this Section.

Appears in 1 contract

Samples: DSP Agreement for Coordinator Services

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