Distributor Confidential Information definition

Distributor Confidential Information means any information in oral or written form independently developed by Distributor or developed with Apple or Apple Affiliates that Authorized Location knows or has reason to know is confidential information and that is disclosed in connection with this Addendum and/or the Reseller Agreement or to which recipient may have access in connection with this Addendum and/or the Reseller Agreement, including but not limited to business and marketing plans, financial information and data, personnel information, information regarding strategic alliances, costs or pricing data, and the identities of customers and prospective customers. Confidential Information shall not include any information that: (i) was rightfully in Distributor’s possession prior to disclosure without any obligation to maintain its confidentiality; (ii) was independently developed by the Distributor without the use of Distributor Confidential Information; or (iii) is now, or hereafter becomes, publicly available other than through disclosure by the Authorized Location in breach of this Addendum or the Reseller Agreement.
Distributor Confidential Information means all trade secrets related to Distributor which is communicated by Distributor to ZiLOG will be deemed as if marked confidential, including, without limitation, Distributor's business plans, marketing plans, customer lists, information contained in point-of-sale reports supplied by Distributor to ZiLOG pursuant to the terms hereof, pricing, contractual terms, sales plans, and inventory and inventory strategies and programs; provided, however, that Distributor Confidential Information does not include: (i) any information which ZiLOG had in its possession through lawful means prior to disclosure by Distributor; (ii) any information which is or becomes publicly known through no action or inaction of the ZiLOG; (iii) any information which is furnished to others by Distributor without restriction on disclosure; (iv) any information which is hereafter furnished to ZiLOG by a third party, as a matter of right and without restriction on disclosure; or (v) information which is independently developed by ZiLOG without use of or reference to the Distributor Confidential Information.
Distributor Confidential Information means all trade secrets related to Distributor that is communicated by Distributor to ZiLOG and marked or identified as confidential, including, without limitation, Distributor's business plans, marketing plans, customer lists, information contained in point-of-sale reports supplied by Distributor to ZiLOG pursuant to the terms hereof, pricing, contractual terms, sales plans, and inventory and inventory strategies and programs; provided, however, that Distributor Confidential Information does not include:

Examples of Distributor Confidential Information in a sentence

  • Authorized Location may disclose Apple Confidential Information or Distributor Confidential Information to the extent required by law, provided that it first makes reasonable efforts to give Distributor notice of such requirement prior to any such disclosure and takes reasonable steps to obtain protective treatment of the Apple Confidential Information and/or the Distributor Confidential Information.

  • Authorized Location will not make any public statement regarding any item of Apple Confidential Information or Distributor Confidential Information, including but not limited to any matter of business between Distributor and Apple, any Apple or Distributor programs or policies, or the nature of any contractual relations between Apple and Distributor, or any third party.

  • During the term of the Dealer Agreement and for five (5) years afterward, Authorized Location will not use Apple Confidential Information or Distributor Confidential Information except as required to achieve the objectives of this Addendum and/or the Dealer Agreement, or disclose such Apple Confidential Information or Distributor Confidential Information except to employees or contractors who have a need to know.

  • Authorized Location will not make any disclosure or statement of Apple Confidential Information or Distributor Confidential Information in connection with this Addendum or the Reseller Agreement or their subject matter without Apple’s and Distributor’s prior written consent.

  • During the term of the Reseller Agreement and for five (5) years afterward, Authorized Location will not use Apple Confidential Information or Distributor Confidential Information except as required to achieve the objectives of this Addendum and/or the Reseller Agreement, or disclose such Apple Confidential Information or Distributor Confidential Information except to employees or contractors who have a need to know.

  • Authorized Location will not make any disclosure or statement of Apple Confidential Information or Distributor Confidential Information in connection with this Addendum or the Dealer Agreement or their subject matter without Apple’s and Distributor’s prior written consent.


More Definitions of Distributor Confidential Information

Distributor Confidential Information means and is limited to information that is: (i) reduced to a tangible form, (ii) independently developed by Distributor without the use of or reference to any Company Confidential Information, and (iii) provided specifically at Company’s request after execution of this Agreement and after execution of an acknowledgment signed by an authorized representative of Company that such information shall be treated as Distributor Confidential Information. Distributor Confidential Information shall not include any information that: (a) is communicated verbally, (b) was rightfully in Company’s possession prior to disclosure without any obligation to maintain its confidentiality; (c) was independently developed by Company without the use of Distributor Confidential Information; (d) is required to verify Distributor's compliance with export laws or any other provisions of this Agreement; (e) is now, or hereafter becomes, publicly available other than through disclosure by Company in breach of this Agreement; or (f) is Customer Information.

Related to Distributor Confidential Information

  • Customer Confidential Information means any information or compilation of information, not generally known, which is provided to the Employer by its customers or potential customers, is proprietary to the customer or potential customer and relates to the customer’s or potential customer’s existing or reasonably foreseeable business. Information provided to the Employer by a customer or potential customer shall be treated as Customer Confidential Information.

  • Seller Confidential Information has the meaning set forth in Section 6.4.3.

  • Business Confidential Information has the meaning set forth in Section 5.04(a).

  • Fund Confidential Information means Confidential Information for which the Fund is the Disclosing Party.

  • Customer's Confidential Information means all Personal Data and any information, however it is conveyed, that relates to the business, affairs, developments, trade secrets, know-how, personnel, and suppliers of the Customer, including all IPRs, together with all information derived from any of the above, and any other information clearly designated as being confidential (whether or not it is marked "confidential") or which ought reasonably be considered to be confidential;

  • Purchaser Confidential Information means all confidential or proprietary documents and information concerning the Purchaser or any of its Representatives; provided, however, that Purchaser Confidential Information shall not include any information which, (i) at the time of disclosure by the Company, the Seller Representative or any of their respective Representatives, is generally available publicly and was not disclosed in breach of this Agreement or (ii) at the time of the disclosure by the Purchaser or its Representatives to the Company, the Seller Representative or any of their respective Representatives, was previously known by such receiving party without violation of Law or any confidentiality obligation by the Person receiving such Purchaser Confidential Information. For the avoidance of doubt, from and after the Closing, Purchaser Confidential Information will include the confidential or proprietary information of the Target Companies.

  • Supplier's Confidential Information means any information, however it is conveyed, that relates to the business, affairs, developments, trade secrets, Know-How, personnel and suppliers of the Supplier, including IPRs, together with information derived from the above, and any other information clearly designated as being confidential (whether or not it is marked as "confidential") or which ought reasonably to be considered to be confidential;

  • Buyer Confidential Information shall have the meaning set forth in Section 5.1.

  • Proprietary and Confidential Information means trade secrets, confidential knowledge, data or any other proprietary or confidential information of the Company or any of its affiliates, or of any customers, members, employees or directors of any of such entities, but shall not include any information that (i) was publicly known and made generally available in the public domain prior to the time of disclosure to Executive by the Company or (ii) becomes publicly known and made generally available after disclosure to Executive by the Company other than as a result of a disclosure by Executive in violation of this Agreement. By way of illustration but not limitation, “Proprietary and Confidential Information” includes: (i) trade secrets, documents, memoranda, reports, files, correspondence, lists and other written and graphic records affecting or relating to any such entity’s business; (ii) confidential marketing information including without limitation marketing strategies, customer and client names and requirements, services, prices, margins and costs; (iii) confidential financial information; (iv) personnel information (including without limitation employee compensation); and (v) other confidential business information.

  • State Confidential Information means any and all State Records not subject to disclosure under CORA. State Confidential Information shall include, but is not limited to, PII, PHI, PCI, Tax Information, CJI, and State personnel records not subject to disclosure under CORA. State Confidential Information shall not include information or data concerning individuals that is not deemed confidential but nevertheless belongs to the State, which has been communicated, furnished, or disclosed by the State to Contractor which (i) is subject to disclosure pursuant to CORA; (ii) is already known to Contractor without restrictions at the time of its disclosure to Contractor; (iii) is or subsequently becomes publicly available without breach of any obligation owed by Contractor to the State; (iv) is disclosed to Contractor, without confidentiality obligations, by a third party who has the right to disclose such information; or (v) was independently developed without reliance on any State Confidential Information.

  • Company Confidential Information means information (including any and all combinations of individual items of information) that the Company has or will develop, acquire, create, compile, discover or own, that has value in or to the Company’s business which is not generally known and which the Company wishes to maintain as confidential. Company Confidential Information includes both information disclosed by the Company to me, and information developed or learned by me during the course of my employment with the Company. Company Confidential Information also includes all information of which the unauthorized disclosure could be detrimental to the interests of the Company, whether or not such information is identified as Company Confidential Information. By example, and without limitation, Company Confidential Information includes any and all non-public information that relates to the actual or anticipated business and/or products, research or development of the Company, or to the Company’s technical data, trade secrets, or know-how, including, but not limited to, research, product plans, or other information regarding the Company’s products or services and markets therefor, customer lists and customers (including, but not limited to, customers of the Company on which I called or with which I may become acquainted during the term of my employment), software, developments, inventions, discoveries, ideas, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, and other business information disclosed by the Company either directly or indirectly in writing, orally or by drawings or inspection of premises, parts, equipment, or other Company property. Notwithstanding the foregoing, Company Confidential Information shall not include any such information which I can establish (i) was publicly known or made generally available prior to the time of disclosure by the Company to me; (ii) becomes publicly known or made generally available after disclosure by the Company to me through no wrongful action or omission by me; or (iii) is in my rightful possession, without confidentiality obligations, at the time of disclosure by the Company as shown by my then-contemporaneous written records; provided that any combination of individual items of information shall not be deemed to be within any of the foregoing exceptions merely because one or more of the individual items are within such exception, unless the combination as a whole is within such exception. I understand that nothing in this Agreement is intended to limit employees’ rights to discuss the terms, wages, and working conditions of their employment, as protected by applicable law.

  • Contractor's Confidential Information means any information, however it is conveyed, that relates to the business affairs, developments, trade secrets, know-how, Contractor’s Personnel and suppliers of the Contractor, including IPRs, together with all information derived from the above, and any other information clearly designated as being confidential (whether or not it is marked as "confidential") or which ought reasonably to be considered to be confidential, including the Commercially Sensitive Information.

  • Authority's Confidential Information means all Personal Data and any information, however it is conveyed, that relates to the business, affairs, developments, trade secrets, know-how, personnel, and suppliers of the Authority, including all IPRs, together with all information derived from any of the above, and any other information clearly designated as being confidential (whether or not it is marked "confidential") or which ought reasonably be considered to be confidential;

  • Confidential Information has the meaning set forth in Section 6.1.

  • Confidential Information Breach means, generally, an instance where an unauthorized person or entity accesses Confidential Information in any manner, including but not limited to the following occurrences: (1) any Confidential Information that is not encrypted or protected is misplaced, lost, stolen or in any way compromised; (2) one or more third parties have had access to or taken control or possession of any Confidential Information that is not encrypted or protected without prior written authorization from the State; (3) the unauthorized acquisition of encrypted or protected Confidential Information together with the confidential process or key that is capable of compromising the integrity of the Confidential Information; or (4) if there is a substantial risk of identity theft or fraud to the client, the Contractor, the Department or State.

  • Confidential Materials means all tangible materials containing Confidential Information, including without limitation written or printed documents and computer disks or tapes, whether machine or user readable.

  • Confidential or Proprietary Information means any secret, confidential or proprietary information of the Company or an affiliate (not otherwise included in the definition of a Trade Secret under this Employment Agreement) that has not become generally available to the public by the act of one who has the right to disclose such information without violation of any right of the Company or its affiliates.

  • Confidential personal information means a party’s or a party’s child’s Social Security number; date of birth; driver license number; any other names used, now or in the past; and employer’s name, address, and telephone number.

  • Confidential commercial information means records provided to the govern- ment by a submitter that arguably contain material exempt from release under Exemption 4 of the Freedom of Information Act, 5 U.S.C. 552(b)(4), be- cause disclosure could reasonably be expected to cause substantial competi- tive harm.

  • Proprietary Information shall have the same meaning as Confidential Information.

  • Confidential Material means all information, in any form or medium, known or used by City or an Affiliate of the City which is not known to the general public, including, but not limited to, the know-how, trade secrets, strategic plans, technical information, product information, supplier information, customer information, financial information, marketing information and information as to business opportunities, methods and strategies and research and development of the City and its Affiliates. If and to the extent any Confidential Material is included in any report, assessment, diagram, memorandum or other document or copied or reproduced in any other form or medium, such report, assessment, diagram, memorandum, document or Confidential Material in such other form or medium will be deemed to be Confidential Material.

  • Company Information As defined in Section 4(a)(i).

  • Highly Confidential Information means Proprietary Information that is marked “Highly Confidential Information” when disclosed in written form or is otherwise designated as such hereunder.

  • Confidential System Information means any communication or record (whether oral, written, electronically stored or transmitted, or in any other form) provided to or made available to Grantee; or that Grantee may create, receive, maintain, use, disclose or have access to on behalf of HHSC or through performance of the Project, which is not designated as Confidential Information in a Data Use Agreement.

  • Confidential Business Information means any internal, non-public information (other than Trade Secrets already addressed above) concerning the Employer’s financial position and results of operations (including revenues, assets, net income, etc.); annual and long-range business plans; product or service plans; marketing plans and methods; training, educational and administrative manuals; customer and supplier information and purchase histories; and employee lists. The provisions of Sections 6 and 7 shall also apply to protect Trade Secrets and Confidential Business Information of third parties provided to the Employer under an obligation of secrecy.

  • Proprietary Information and Technology means any and all of the following: works of authorship, computer programs, source code and executable code, whether embodied in software, firmware or otherwise, assemblers, applets, compilers, user interfaces, application programming interfaces, protocols, architectures, documentation, annotations, comments, designs, files, records, schematics, test methodologies, test vectors, emulation and simulation tools and reports, hardware development tools, models, tooling, prototypes, breadboards and other devices, data, data structures, databases, data compilations and collections, inventions (whether or not patentable), invention disclosures, discoveries, improvements, technology, proprietary and confidential ideas and information, know-how and information maintained as trade secrets, tools, concepts, techniques, methods, processes, formulae, patterns, algorithms and specifications, customer lists and supplier lists and any and all instantiations or embodiments of the foregoing or any Intellectual Property Rights in any form and embodied in any media.