Confidential and/or Proprietary Information. This clause shall apply to the oral or written communication between the parties, including the Government, AMTC Members, Buyer, and Xxxxxx; however, Article XI, Data Rights and Copyrights, shall control the rights in data for all data delivered and to be delivered in the performance of this Agreement and each Project Agreement.
Confidential and/or Proprietary Information. (A) “Confidential Information” and/or “Proprietary Information” (hereinafter referred to as “Proprietary Information”) shall, for the purpose of this Agreement, mean: (i) information, knowledge or data disclosed by Buyer to Seller, regardless of whether disclosed in written, tangible, oral, visual or other form, which is related to the subject of this Agreement; (ii) information, knowledge or data which was obtained from facility visits; and (iii) information, knowledge or data not specifically related to the subject of this Agreement but which is in written or other tangible form bearing a suitable legend identifying its proprietary or confidential nature or is otherwise identified as confidential or proprietary. In the event Buyer furnishes sample products, equipment, or other objects or material, including software, to Seller, the items so received and any information contained therein shall be treated as Proprietary Information disclosed to Seller under this Agreement. Furthermore, any and all information obtained or derived from said items, including results from testing, shall be treated as if they were Proprietary Information disclosed pursuant to this Agreement. All Proprietary Information disclosed in any documentary or tangible form, whether in written or electronic form may be marked “Proprietary” or “Confidential” and if the Information is not so identified, it will be considered Proprietary if by its very nature or the circumstances under which it is disclosed one would reasonably consider it to be Proprietary. Seller shall use Buyer’s Proprietary Information solely for the purposes of supporting the current business relationship with Xxxxx and not for any other purpose. Seller shall not disclose Buyer’s Proprietary Information to any third party without Xxxxx’s express written consent. Seller may disclose Xxxxx’s Proprietary Information to contract workers, consultants and agents of Seller who have a need to know and who have executed agreements with Seller obligating them to treat such information in a manner consistent with the terms of this Agreement.
Confidential and/or Proprietary Information. The Employee agrees that Employee has not and in the future will not use or disclose to any third party Confidential Information, unless compelled by law and after notice to Xxxxxx Laboratories., and further agrees to return all documents, disks, or any other item or source containing Confidential Information, or any other Xxxxxx Laboratories, property, to Xxxxxx Laboratories upon execution of this Agreement. If the Employee has any question regarding what data or information would be considered by Xxxxxx Laboratories to be information subject to this provision, the Employee agrees to contact Xxxxxx Laboratories for clarification.
Confidential and/or Proprietary Information. 3.1 All right, title and interest (including all intellectual property rights embodied therein) in and to the Software and will remain the sole and exclusive property of TESSALink. This XXXX and the Agreement grant End User no title or right of ownership in or to the Software, or any component thereof including source code, or to any associated materials, documentation, intellectual property, or in or to any derivates of the Software, enhancements, modifications or improvements thereto. Company and End User will not, at any time, take or cause any action, which would be inconsistent with or tend to impair the rights of TESSALink or its affiliates in the Software. Company and End User may not remove or alter any of TESSALink’s proprietary or copyright notices, trademarks or logos.
Confidential and/or Proprietary Information. (a) At the beginning and throughout Executive's employment with the Company, he will receive certain sensitive, proprietary, trade secret and/or confidential information about the Company. Executive agrees that his employment creates a relationship of confidence and trust with the Company with respect to such proprietary, trade secret and/or confidential information of the Company. Executive further agrees to enter into the Company's Proprietary Information Agreement ("Proprietary Information Agreement") at the commencement of his employment. Executive further agrees that during his employment and at all times after termination of his employment, Executive will keep in confidence and trust all proprietary, trade secret and/or confidential information of the Company without the written consent of the Company, except as may be necessary in the ordinary course of performing Executive's duties to the Company.
Confidential and/or Proprietary Information. 9.1 The parties anticipate that under this Agreement it may be necessary for either to transfer to the other information of a confidential and/or proprietary nature ("CONFIDENTIAL INFORMATION"). Confidential Information shall be clearly identified by the disclosing party at the time of disclosure either by being marked with a legend clearly indicating that it is confidential or proprietary and all oral information that is reduced to writing and is identified as being confidential or proprietary and such writing is given to the recipient within fifteen (15) days of the date of the oral disclosure. Any information otherwise provided shall be deemed to not be confidential or proprietary.
Confidential and/or Proprietary Information. The Employee agrees that Employee has not and in the future will not use or disclose to any third party Confidential Information, unless compelled by law and after notice to BlueLinx Corporation, and further agrees to return all documents, disks, or any other item or source containing Confidential Information, or any other BlueLinx Corporation property, to BlueLinx Corporation upon execution of this Agreement. If the Employee has any question regarding what data or information would be considered by BlueLinx Corporation to be information subject to this provision, the Employee agrees to contact BlueLinx Corporation’s Legal department in writing for written clarification.
Confidential and/or Proprietary Information. Employee acknowledge that during employment, Employee learned and came into contact with certain confidential and/or proprietary information and trade secrets of the Company, Cambridge, and their respective affiliates and subsidiaries (collectively, “Confidential Information”). Employee acknowledges that Confidential Information includes, without limitation, trade secrets, client lists and information, personnel information, financial data, long range or short range plans, or other data and information concerning the Company or its affairs that the Company has not previously disclosed to the public, and any confidential information of others provided to the Company. Confidential Information includes information in any form, whether tangible or intangible, including without limitation all notes, records, drawings, handbooks, manuals, policies, contracts, memoranda, other documents, software, electronic files, discs, drives, other electronic data and tapes. Employee agrees that Confidential Information is and shall remain the exclusive property of the Company, and Employee shall not disclose to any person or entity, use for his own benefit, copy, or make notes of any Confidential Information, except as and only to the extent expressly authorized by an officer of the Company, in writing.
Confidential and/or Proprietary Information. Executive acknowledges that during his employment, Executive learned (and/or may learn) and came into contact with (and/or will come in contact with), certain confidential and/or proprietary information and trade secrets of the Company and the Bank and their respective affiliates and subsidiaries (collectively, “Confidential Information”). Executive acknowledges that Confidential Information includes, without limitation, trade secrets, client lists and information, personnel information, financial data, long range or short-range plans, or other data and information concerning the Company or the Bank or the affairs that the Company or the Bank has not previously disclosed to the public, and any confidential information of others provided to the Company or the Bank. Confidential Information includes information in any form, whether tangible or intangible, including without limitation all notes, records, drawings, handbooks, manuals, policies, contracts, memoranda, other documents, software, electronic files, discs, drives, other electronic data and tapes. Executive agrees that Confidential Information is and shall remain the exclusive property of the Company and the Bank, and Executive shall not disclose to any person or entity, use for his own benefit, copy, or make notes of any Confidential Information, except as and only to the extent expressly authorized by the Executive Vice President and Chief Legal Officer of the Company and the Bank in writing. Nothing in this Agreement shall prohibit or impede Executive from communicating, cooperating or filing a complaint with the Securities and Exchange Commission or any U.S. federal, state or local governmental or law enforcement branch, agency or entity (collectively, a “Governmental Entity”) with respect to possible violations of any U.S. federal, state or local law or regulation, or otherwise making disclosures to any Governmental Entity, in each case, that are protected under the whistleblower provisions of any such law or regulation (“Whistleblower Disclosures”), provided that in each case such communications and disclosures are consistent with applicable law. Executive does not need the prior authorization of (or to give notice to) the Company and/or the Bank regarding any such communication or disclosure. Notwithstanding the foregoing, notice is hereby provided that, in accordance with the Defend Trade Secrets Act of 2016, Executive is immune from liability and shall not be held criminally or civilly liabl...
Confidential and/or Proprietary Information. 14.1.1 Confidential Information is defined as information which is determined by the transmitting party to be of a confidential or proprietary nature and: (i) the transmitting party identifies as either confidential or proprietary; (ii) the transmitting party takes steps to maintain the confidential or proprietary nature of the information; and (iii) the document is not otherwise available in or considered to be in the public domain. The receiving party agrees to maintain the confidentiality of the Confidential Information and agrees to use the Confidential Information solely in connection with the Project. SAMPLE
