CONFIDENTIAL INFORMATION OF THE PARTIES. 21.1 Except as this Agreement otherwise provides, Confidential Information is owned by the disclosing Party and the receiving Party has no right to use it.
CONFIDENTIAL INFORMATION OF THE PARTIES. 13.1.1 The Parties may from time to time exchange Confidential Information relevant to the Intellectual Property Rights, Drug Products, Drug Substances, other restricted drugs, other substances or other information relevant to this Agreement.
CONFIDENTIAL INFORMATION OF THE PARTIES. Without limiting the foregoing, and in addition to the Patient Data provisions stated above, any and all trade secrets, if any, and confidential information and all physical embodiments thereof ("Confidential Information") received by either party (the "Receiving Party") from the other party (the "Disclosing Party") during the term of this Agreement are confidential to and are and will remain the sole and exclusive property of the Disclosing Party. Confidential Information shall also include all other forms of information designated as Confidential Information in this Agreement. With respect to Quest Diagnostics, the Quest Diagnostics Confidential Information may include, without limitation, knowledge, information and material concerning Quest Diagnostics, including its products, services, data processing systems, equipment, software, supplies and services, and proprietary information concerning Quest Diagnostics and the names and addresses of Providers. With respect to MedPlus, the MedPlus Confidential Information may include, without limitation, knowledge, information and material concerning the Software, related source code, computer programs and screens and proprietary information concerning MedPlus, its affiliated companies and their respective products and services. At all times, both during the term of this Agreement and after its termination, the Receiving Party shall hold all Confidential Information of the Disclosing Party in confidence, and will not use, copy or disclose such Confidential Information or cause any of such Confidential Information to lose its character as Confidential Information. At all times during the term of this Agreement and for a period of eighteen (18) months following the termination of this Agreement (except where a longer period is required pursuant to this Agreement or Applicable Laws), the Receiving Party shall hold the Confidential Information of the Disclosing Party in confidence, and will not use, copy or disclose such Confidential Information or cause any of such Confidential Information to lose its character or cease to qualify as Confidential Information. Confidential Information shall be maintained under secure conditions by the Receiving Party, using reasonable security measures and in any event (i) not less than the same security measures used by the Receiving Party for the protection of its own Confidential Information of a similar kind, and (ii) any specific security measures required by this Agreement or b...
CONFIDENTIAL INFORMATION OF THE PARTIES developed by or at the direction of the indemnifying party, (ii) use of the Licensed Subject Matter in combination with technology, software, data or equipment not provided by the indemnifying party, if the infringement would not have occurred but for such combination, or (iii) use of the Licensed Subject Matter after notice of any alleged or actual infringement from the indemnifying party or any appropriate authority. In the event that during such seven (7) year period, either party’s use of the Licensed Subject Matter licensed to it by the other party is, or in its opinion is likely to be, enjoined due to the type of claim specified in this Section 7.1, then the other party, at its sole option and expense, may (i) procure for the licensed party a license to continue using the Licensed Subject Matter in accordance with the terms of this Agreement, or (ii) modify the allegedly infringing item to avoid the infringement, without materially impairing the functionality of the Licensed Subject Matter.
CONFIDENTIAL INFORMATION OF THE PARTIES. (a) Customer acknowledges that the System and all the components thereof, including, without limitation, documentation, user interfaces and all material provided by INSpire under this Agreement, regardless of the form of manifestation thereof (the "Confidential Information") are confidential and commercially valuable products, information, trade secrets and know-how of INSpire. INSpire acknowledges that Customer will disclose to it, during the course of this Agreement, certain confidential and proprietary information of the Customer designated as confidential, which shall also be deemed to be Confidential Information.
CONFIDENTIAL INFORMATION OF THE PARTIES. In connection with this Agreement, each party may have access to and receive disclosure of certain confidential information about the other party or parties, including, without limitation, the names and addresses of a party's customers, marketing plans and objectives, research and other information which is confidential in nature ("Confidential Information"). Confidential Information shall not include information in the public domain or which is independently developed by the other party hereto. Except as otherwise provided herein, each party's Confidential Information at all time shall remain the sole property of such party. The parties agree that Confidential Information shall be used by each party solely in connection with their respective obligations under this Agreement. Each party shall receive Confidential Information in confidence and shall not disclose Confidential Information to any third party, except as may be permitted hereunder, or as may be necessary to perform its obligations hereunder, or as may be otherwise agreed in writing by the party furnishing the information, or as required by applicable law, regulation or regulatory authority. Upon request or upon any expiration or termination of this Agreement, each party hereto shall return to the other party or destroy (as the latter may instruct) all of the latter's Confidential Information in the former's possession which is in any written or other recorded form, including data stored in any computer medium; provided, however, that each party may retain the Confidential Information of the other party to the extent that such party needs access to such information to continue to perform any of its obligations hereunder or otherwise to perform obligations owed by a party to the other party.
CONFIDENTIAL INFORMATION OF THE PARTIES. The parties hereby acknowledge that all information disclosed to each other pursuant to this Agreement, either orally, in writing or by observation, including, but not limited to, the contents of this Agreement and its Exhibits and any disclosure arising out of the implementation of Article XVIII.B hereof (hereafter "Confidential Information") shall at all times, both during and after the term of this Agreement, remain the exclusive property of the party making the disclosure and that, in receiving such disclosure, the other party shall not acquire any proprietary interest whatsoever therein. Each party shall make use of the other
CONFIDENTIAL INFORMATION OF THE PARTIES. In furtherance of the conduct of a Study, it may be necessary or desirable for the Parties to disclose proprietary, trade secret and/or other confidential information (“Confidential Information”) to each other. All such Confidential Information shall remain the property of the Party disclosing same. Each Party hereto agrees that any Confidential Information disclosed to it or its employees, agents and contractors, (a) shall be used only in connection with the legitimate purposes of this Agreement or applicable Work Order, (b) shall be disclosed only to those who have a need to know it and are obligated to keep same in confidence, and (c) shall be safeguarded with reasonable care. The Parties shall treat each item of Confidential Information as confidential during the term of this Agreement and for a period of five (5) years after each specific Work Order relative to such Confidential Information terminates. The Parties agree that this Agreement and its terms herein may be subject to the Texas Open Records Act. The Parties further agree that the Protocol is Confidential Information of the Party who wrote the Protocol. Additionally, when requested by the other Party and provided such Confidential Information is not required to perform any obligations under this Agreement, each Party agrees to destroy or return to the requesting Party all copies of Confidential Information of the requesting Party. Notwithstanding the foregoing, each Party may, however, retain one copy of Confidential Information to fulfill its compliance and record keeping obligations, subject to the confidentiality obligations of this Section 5.2.
CONFIDENTIAL INFORMATION OF THE PARTIES. (a) Without limiting the foregoing, and in addition to the Patient Data provisions stated above, any and all trade secrets and confidential information and all physical embodiments thereof ("Confidential Information") received by either party and its authorized agents (the "Receiving Party") from the other party and its authorized agents (the "Disclosing Party") during the Term of this Agreement are confidential to, and are and shall remain the sole and exclusive property of, the Disclosing Party. Confidential Information shall also include all other forms of information designated as Confidential Information in this Agreement. Each party shall cause its employees and authorized agents to be bound by the Confidential Information provisions of this Agreement.
CONFIDENTIAL INFORMATION OF THE PARTIES. The Parties have previously executed a Confidential Disclosure Agreement (“CDA”) on January 29, 2013, and agree that the provisions of the CDA and any amendments thereto, whenever they are executed, are incorporated herein and shall govern the Parties’ relationship hereunder. The CDA and any amendments thereto shall remain in full force and effect during the Term. The restrictions on use and non-disclosure of Confidential Information shall not apply in respect of announcements or disclosures made pursuant to Section 14.3 herein.
