CONFIDENTIALITY DŮVĚRNOST Clause Examples

CONFIDENTIALITY DŮVĚRNOST. 3.1 This Agreement and the terms and conditions hereof shall be confidential, as well as all information obtained in connection with this Agreement, and neither Party shall, without the prior written permission of the disclosing Party, disclose the same to any third party except to the extent this may be required by applicable law or as necessary for the compassionate use of the Product. Affiliates of both Parties shall not be considered third Parties for purposes of this Agreement. Tato Xxxxxxx a její podmínky i veškeré informace získané v souvislosti s touto Smlouvou jsou důvěrné a žádná ze smluvních stran je nesmí bez předchozího písemného souhlasu sdělující smluvní strany sdělit žádné třetí straně s výjimkou rozsahu, ve kterém to vyžaduje příslušný zákon nebo ve kterém je to nezbytné pro specifický léčebný program s Lékem. Pro účely této Smlouvy se za třetí strany nebudou považovat přidružené osoby obou smluvních stran. “Affiliates” shall mean: „Přidruženými osobami“ se rozumí: a) an organization, which directly or indirectly controls a Party to this Agreement; a) organizace, která přímo nebo nepřímo ovládá některou ze stran této Smlouvy; b) an organization, which is directly or indirectly controlled by a Party to this Agreement; b) organizace, která je přímo nebo nepřímo ovládána některou ze stran této Smlouvy; c) an organization, which is controlled, directly or indirectly, by the ultimate parent company of a Party. c) organizace, která je přímo nebo nepřímo ovládána konečnou mateřskou společností některé ze stran této Smlouvy. Control as per a) to c) above is defined as owning more than fifty percent of the voting stock of a company or having otherwise the power to govern the financial and the operating policies or to appoint the management of an organization. Ovládání podle bodu a) až c) výše se definuje jako vlastnictví více než padesáti procent akcií či obchodních podílů s hlasovacím právem ve společnosti nebo jiná pravomoc řídit finanční a provozní politiku nebo jmenovat vedení organizace. With respect to ROCHE the term "Affiliate" does not include Chugai Pharmaceutical Co., Ltd, 0-0, Xxxxxxxxxx-Xxxxxxxxx 0-xxxxx, Xxxx-xx, Xxxxx, 000-0000, Xxxxx (“Chugai”) and Foundation Medicine, Inc., 000 Xxxxxx Xxxxxx, Xxxxxxxxx, XX 00000, XXX (“FMI”), unless ROCHE opts for such inclusion of Chugai and/or FMI by giving written notice to PHYSICIAN and INSTITUTION. Pojem „Přidružená osoba“ nezahrnuje společnost Chugai Pharmaceutical Co., Ltd, 0-0, Xxxxxxxxxx- X...
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CONFIDENTIALITY DŮVĚRNOST. INSTITUTION will treat as confidential any information (in tangible or intangible form) received from ACTELION and/or on ACTELION’s behalf and will make no use of such information, ZDRAVOTNICKÉ ZAŘÍZENÍ bude se všemi informacemi (v hmotné či nehmotné formě) obdrženými od společnosti ACTELION a/nebo jejím jménem nakládat jako s důvěrnými informacemi a takové informace nijak nepoužije, unless such information is in the public domain at the time of disclosure; or pokud nejsou v okamžiku zveřejnění veřejně známy; nebo unless such information becomes part of the public domain after the time of disclosure, except by breach of this Agreement or breach by any third party being under an obligation of confidentiality to ACTELION; or pokud se tyto informace po zveřejnění nestanou veřejně dostupnými s výjimkou případů, kdy došlo k porušení této smlouvy nebo porušení jakoukoli třetí stranou, která má vůči společnosti ACTELION povinnost zachovávat mlčenlivost; nebo unless such information is or was in the possession of INSTITUTION at the time of disclosure by ACTELION as evidenced by written records and was not acquired directly or indirectly from ACTELION or from any other third party under an agreement of confidentiality to ACTELION; or pokud takové informace nejsou nebo nebyly v držení ZDRAVOTNICKÉHO ZAŘÍZENÍ v okamžiku sdělení společností ACTELION, což lze doložit písemnými záznamy, a nebyly získány přímo nebo nepřímo od společnosti ACTELION nebo od jakékoli jiné třetí strany, která uzavřela se společností ACTELION smlouvu o důvěrnosti informací; nebo unless such information is or was developed by INSTITUTION independently of receipt hereunder, as shown by appropriate proof; or pokud takové informace nejsou nebo nebyly vytvořeny ZDRAVOTNICKÝM ZAŘÍZENÍM nezávisle na obdržení podle této smlouvy, což lze prokázat odpovídajícím důkazem; nebo unless such information is required to be disclosed by law, governmental regulation, or court order; provided, however, that INSTITUTION shall use their best efforts to provide ACTELION with immediate notice thereof in order to oppose or limit such disclosure. pokud zveřejnění takových informací není vyžadováno zákonem, nebo právními předpisy, avšak za předpokladu, že ZDRAVOTNICKÉ ZAŘÍZENÍ vyvine maximální úsilí, aby o tom společnost ACTELION bezodkladně informovalo, aby se mohla proti takovému zveřejnění bránit nebo aby jej mohla omezit. Subject to the Publication Clause contained hereinafter, any data and/or results arising from t...
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CONFIDENTIALITY DŮVĚRNOST. 3.1 This Agreement and the terms and conditions hereof shall be confidential, as well as all information obtained in connection with this Agreement, and neither Party shall, without the prior written permission of the disclosing Party, disclose the same to any third party except to the extent this may be required by applicable law or as necessary for the compassionate use of the Product. Affiliates of both Parties shall not be considered third Parties for purposes of this Agreement. Tato Xxxxxxx a její podmínky i veškeré informace získané v souvislosti s touto Smlouvou jsou důvěrné a žádná ze smluvních stran je nesmí bez předchozího písemného souhlasu sdělující smluvní strany sdělit žádné třetí straně s výjimkou rozsahu, ve kterém to vyžaduje příslušný zákon nebo ve kterém je to nezbytné pro specifický léčebný program s Lékem. Pro účely této Smlouvy se za třetí strany nebudou považovat přidružené osoby obou smluvních stran.
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CONFIDENTIALITY DŮVĚRNOST. 3.1 This Agreement and the terms and conditions hereof shall be confidential, as well as all information obtained in connection with this Agreement, and neither Party shall, without the prior written permission of the disclosing Party, disclose the same to any third party except to the extent this may be required by applicable law or as necessary for the compassionate use of the Product. Affiliates of both Parties shall not be considered third Parties for purposes of this Agreement.
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CONFIDENTIALITY DŮVĚRNOST 
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Related to CONFIDENTIALITY DŮVĚRNOST

  • Confidentiality/Nondisclosure 19.1 Neither Party will, without the prior written consent of the other Party (a) issue any public announcement regarding, or make any other disclosure of the terms of, this Agreement or use the name or marks of the other Party or its Affiliates; or (b) disclose or use (except as expressly permitted by, or required to achieve the purposes of, this Agreement) the Confidential Information of the other Party. Consent may only be given on behalf of a Party by its Legal Department. However, a Party may disclose Confidential Information if required to do so by a governmental agency, by operation of law, or if necessary in any proceeding to establish rights or obligations under this Agreement, provided that the disclosing Party gives the non-disclosing Party reasonable prior written notice and the receiving Party will cooperate with the disclosing Party to seek or take appropriate protective measures and will make such disclosure in a manner to best protect the Confidential Information from further disclosure. Notwithstanding the foregoing, if reporting or filing obligations or requirements are imposed upon Qwest by any third party or regulatory agency in connection with this Agreement, CLEC agrees to assist Qwest in complying with such obligations and requirements, as reasonably required by Qwest and to hold Qwest harmless for any failure by CLEC in this regard. Qwest’s compliance with any regulatory filing obligation will not constitute a violation of this section. Each Party will use reasonable efforts to protect the other’s Confidential Information, and will use at least the same efforts to protect such Confidential Information as the Party would use to protect its own. 19.2 All Confidential Information will remain the property of the disclosing Party. A Party who receives Confidential Information via an oral communication may request written confirmation that the material is Confidential Information. A Party who delivers Confidential Information via an oral communication may request written confirmation that the Party receiving the information understands that the material is Confidential Information. Each Party has the right to correct an inadvertent failure to identify information as Confidential Information by giving written notification within thirty (30) Days after the information is disclosed. The receiving Party will from that time forward, treat such information as Confidential Information. 19.3 Upon request by the disclosing Party, the receiving Party will return all tangible copies of Confidential Information, whether written, graphic or otherwise, except that the receiving Party may retain one copy for archival purposes. 19.4 Each Party will keep all of the other Party's Confidential Information confidential and will disclose it on a need to know basis only. Each Party will use the other Party's Confidential Information only in connection with this Agreement and in accordance with Applicable Law. Neither Party will use the other Party's Confidential Information for any other purpose except upon such terms and conditions as may be agreed upon between the Parties in writing. If either Party loses, or makes an unauthorized disclosure of, the other Party's Confidential Information, it will notify such other Party immediately and use reasonable efforts to retrieve the information.

  • Confidentiality; Non-Disclosure The State shall exercise at least the same degree of care to safeguard any trade secrets or confidential information of Contractor as the State does its own property of a similar nature and shall take reasonable steps to ensure that neither the confidential information of Contractor nor any part of it will be disclosed for reasons other than its own business interests. Such prohibition on disclosures does not apply to disclosures by the State to its employees, agents or representatives, provided such disclosures are reasonably necessary to the State’s use of the Deliverable, and provided further that the State will take all reasonable steps to ensure that the Deliverable is not disclosed by such parties in contravention of this Contract. The State’s performance of the requirements of this Section shall be subject to the State of Connecticut Freedom of Information Act ("FOIA"). All Records, Client Agency Data, and any Data owned by the State in any form, in the possession of the Contractor or Contractor Parties, whether uploaded, collected, stored, held, hosted, located or utilized by Contractor and Contractor Parties directly or indirectly, must remain within the continental United States.

  • Confidentiality; Non-Competition (a) Executive agrees that he will not, at any time during or after the Term, make use of or divulge to any other person, firm or corporation any trade or business secret, process, method or means, or any other confidential information concerning the business or policies of the Company, which he may have learned in connection with his employment. For purposes of this Agreement, a "trade or business secret, process, method or means, or any other confidential information" shall mean and include written information reasonably treated as confidential or as a trade secret by the Company. Executive's obligation under this Section 4.3 (a) shall not apply to any information which (i) is known publicly; (ii) is in the public domain or hereafter enters the public domain without the fault of Executive; (iii) is known to Executive prior to his receipt of such information from the Company, as evidenced by written records of Executive or (iv) is hereafter disclosed to Executive by a third party not under an obligation of confidence to the Company. Executive agrees not to remove from the premises of the Company, except as an employee of the Company in pursuit of the business of the Company or except as specifically permitted in writing by the Company, any document or other object containing or reflecting any such confidential information. Executive recognizes that all such documents and objects, whether developed by him or by someone else, will be the sole exclusive property of the Company. Upon termination of his employment hereunder, Executive shall forthwith deliver to the Company all such confidential information, including without limitation all lists of customers, correspondence, accounts, records and any other documents or property made or held by him or under his control in relation to the business or affairs of the Company, and no copy of any such confidential information shall be retained by him. (b) If Executive's employment is terminated for any reason other than for Cause, Executive shall not for a period of two years from the date of such termination, directly or indirectly, whether as an employee, consultant, independent contractor, partner, or joint venturer, (i) perform any services for a competitor which has material operations which directly compete with the Company in the sale of any products sold by the Company at the time of the termination of Executive's employment; (ii) solicit or induce, or in any manner attempt to solicit or induce, any person employed by, or as agent of, the Company to terminate such person's contract of employment or agency, as the case may be, with the Company or (iii) divert, or attempt to divert, any person, concern, or entity from doing business with the Company, nor will he attempt to induce any such person, concern or entity to cease being a customer or supplier of the Company. Notwithstanding anything herein to the contrary, this Section 4.3(b) shall not prevent Executive from acquiring securities representing not more than 5% of the outstanding voting securities of any publicly held corporation.

  • CONFIDENTIALITY & DATA PROTECTION Subject to the Texas Public Information Act and any similar legal requirements, neither Party shall disclose any confidential information obtained from the other Party without such Party's prior written approval. As applicable, Contractor shall maintain and process all information it receives in compliance with all applicable data protect/privacy laws and regulations and University policies.

  • Confidentiality; Publicity (a) Acquiror acknowledges that the information being provided to it in connection with this Agreement and the consummation of the Transactions is subject to the terms of the Company Confidentiality Agreement, the terms of which are incorporated herein by reference. The Company Confidentiality Agreement shall survive the execution and delivery of this Agreement and shall apply to all information furnished thereunder or hereunder and any other activities contemplated thereby. The Company acknowledges that, in connection with the PIPE Investment, Acquiror shall be entitled to disclose, pursuant to the Exchange Act, any information contained in any presentation to the PIPE Investors, which information may include Information (as defined in the Company Confidentiality Agreement). (b) Subject to Section 8.05(c), none of the Parties nor any of their respective Representatives shall issue any press releases or make any public announcements (including communications disseminated via social media, news feeds, chat rooms or other similar electronic platforms for communicating to persons who are not otherwise obligated to maintain the confidentiality of such communications) with respect to this Agreement or the Transactions or any subject matter disclosed or required to be disclosed in the Proxy Statement without the prior written consent of the other Parties, prior to the Closing; provided, however, that each Party may make any such announcement or other communication (i) if such announcement or other communication is required by applicable Law or the rules of any stock exchange, in which case the disclosing Party shall, to the extent permitted by applicable Law, first allow (A) the Company, if the disclosing party is Acquiror or (B) Acquiror, if the disclosing party is the Company (prior to the Closing), to review such announcement or communication and the opportunity to comment thereon and the disclosing Party shall consider such comments in good faith, (ii) to the extent such announcements or other communications contain only information previously disclosed in a public statement, press release or other communication previously approved in accordance with this Section 8.05, and (iii) to Governmental Authorities in connection with any consents required to be made under this Agreement or in connection with the Transactions. Notwithstanding anything to the contrary in this Section 8.05 or otherwise in this Agreement, the Parties agree that the Sponsor, Acquiror and their respective Representatives may provide general information about the subject matter of this Agreement and the Transactions to any direct or indirect current or prospective investor (including in connection with the PIPE Investment) or in connection with normal fund raising or related marketing or informational or reporting activities, in each case, so long as such recipients are obligated to keep such information confidential. (c) The initial press release concerning this Agreement and the Transactions shall be a joint press release in the form agreed by the Company and Acquiror prior to the execution of this Agreement and such initial press release (the “Signing Press Release”) shall be released as promptly as practicable after the execution of this Agreement (but in any event within four Business Days thereafter). Promptly after the execution of this Agreement (but in any event within four Business Days thereafter), Acquiror shall file a current report on Form 8-K (the “Signing Filing”) with the Signing Press Release and a description of this Agreement as required by Securities Laws, which the Company shall have the opportunity to review and comment upon prior to filing and Acquiror shall consider such comments in good faith. The Company, Acquiror and the Sponsor shall mutually agree upon (such agreement not to be unreasonably withheld, conditioned or delayed by any of them) and, as promptly as practicable after the Closing (but in any event within four Business Days thereafter), issue a press release announcing the consummation of the Transactions (the “Closing Press Release”). Promptly after the Closing (but in any event within four Business Days after the Closing), Acquiror shall file a current report on Form 8-K (the “Closing Filing”) with the Closing Press Release and a description of the Closing as required by Securities Laws, which the Sponsor shall have the opportunity to review and comment upon prior to filing and Acquiror shall consider in good faith such comments. In connection with the preparation of the Signing Press Release, the Signing Filing, the Closing Press Release or the Closing Filing, each Party shall, upon written request by any other Party, furnish such other Party with all information concerning itself, its directors, officers and equityholders, and such other matters as may be reasonably necessary for such press release or filing.