Seller Proprietary Information definition

Seller Proprietary Information has the meaning set forth in Section 12.9.
Seller Proprietary Information shall have the meaning set forth in Section 5.8(a)(ii).
Seller Proprietary Information means any and all information regarding Seller, not relating to the Acquired Assets and the Business, together with all information relating to assets other than the Acquired Assets or the Retained Obligations under this Agreement, which has not been or is not generally made available to the public by Seller prior to the Closing Date.

Examples of Seller Proprietary Information in a sentence

  • Buyer shall not remove or obstruct any copyright notices or other proprietary notices present on any Seller Proprietary Information.

  • Certain obligations of the Seller shall continue beyond the execution of this Contract, as follows: Duty of Cooperation; Aerojet and Seller Proprietary Information; Data Rights, Patent Indemnification and Inventions; General Indemnification from Seller Negligence; Governing Law and Audits; Export Control; Prohibition of Gratuities; Publicity; Rights and Remedies; Disputes; and Assignments.

  • Seller may use Buyer Proprietary Information and Equipment only in the performance of work for Buyer, and Buyer may use Seller Proprietary Information only to the extent of the limited license described herein and, upon Xxxxx’s or Seller’s request, the other will deliver any proprietary information and all copies thereof to the other.


More Definitions of Seller Proprietary Information

Seller Proprietary Information means any and all of Seller’s knowledge, data or information, including Seller Trade Secrets (i) concerning the design, specifications or other characteristics of the Products, except that which Seller has distributed or hereafter approves for distribution to the public and the Products themselves; (ii) which is contained in any material or information provided by Seller for use only by Seller and its distributors, or is marked by Seller as being confidential or proprietary; (iii) regarding the prices and terms of payment paid by or warranties or guarantees extended to any customer (other than Buyer) for any Product, except that which Seller approves for distribution to the public; and/or (iv) lists of Seller’s prospective customers for the purchase of Products. Upon any expiration or termination of this Master Agreement, Buyer and Seller acknowledge and agree that Seller’s customer lists shall no longer be considered to be a part of the Seller Proprietary Information. For the avoidance of doubt, the term “Seller Proprietary Information” does not include (a) any of the Acquired Assets; or (b) (A) information already in the public domain, or that comes into the public domain through no wrongful act of Buyer; (B) information made available to Buyer from third parties who are not under obligation of confidentiality with respect to such information; (C) information that the Buyer can demonstrate was already in Buyer’s possession and not subject to an obligation of confidentiality; and (D) information that Buyer can demonstrate was independently developed by employees of Buyer without reference to the Seller Proprietary Information. Notwithstanding anything to the contrary, Buyer may disclose Seller Proprietary Information pursuant to the requirements of a governmental agency, court order, discovery request in litigation or otherwise where under legal or regulatory compulsion, provided that, to the extent permissible, it gives Seller reasonable advance notice of such required disclosure sufficient to contest such requirement of disclosure or seek a protective order or other appropriate remedy.
Seller Proprietary Information has the meaning set forth in Section 6.1(b).
Seller Proprietary Information shall have the meaning set forth in Section 10.1(c).
Seller Proprietary Information has the meaning set forth in Section 8.1.
Seller Proprietary Information means all confidential, proprietary and other non-public information relating to any Seller, any of their Affiliates, or any of their businesses, operations, affairs, financial information or prospects, internal governance or Proceedings, including technical specifications, designs, drawings, technology, know-how, processes, trade secrets, inventions, proprietary data, formulae, research and development data and computer software programs, whether or not marked with a restrictive legend of any Seller or any of their Affiliates, and any other data, information or documentation marked with a restrictive legend of any Seller or any of their Affiliates; provided that “Seller Proprietary Information” shall not include any Transferred Proprietary Information.
Seller Proprietary Information. Section 6.2(a)
Seller Proprietary Information. Any information (a) regarding existing and potential customers, marketing and industry research studies, pricing and deal structure, plans and prospects for new or modified products, underwriting guidelines, models and procedures, and servicing guidelines and procedures developed by or for the Seller or its Affiliates and provided to the Purchaser, but excluding (b) any information (x) that is or becomes generally available to the public (other than as a breach of the Purchaser's obligation pursuant to Section 7.03(b)) or (y) that is or becomes available to the Purchaser on a non-confidential basis from a Person other than the Seller or its Affiliates who is not known by the Purchaser to be bound by a confidentiality agreement with the Seller or to otherwise be under an obligation to the Seller not to transmit the information to the Purchaser.