Confidentiality Undertaking Clause Samples
A Confidentiality Undertaking is a contractual provision that obligates parties to keep certain information private and not disclose it to unauthorized third parties. Typically, this clause applies to sensitive business information, trade secrets, or proprietary data shared during the course of a business relationship, and may specify the duration of confidentiality and any exceptions, such as disclosures required by law. Its core function is to protect valuable or sensitive information from being misused or leaked, thereby preserving the competitive advantage and trust between the parties involved.
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Confidentiality Undertaking. You undertake (a) to keep the Confidential Information confidential and not to disclose it to anyone except as provided for by paragraph 2 and to ensure that the Confidential Information is protected with security measures and a degree of care that would apply to your own confidential information, (b) to use the Confidential Information only for the Permitted Purpose, (c) to use all reasonable endeavours to ensure that any person to whom you pass any Confidential Information (unless disclosed under paragraph [2.2 or] 2.3) acknowledges and complies with the provisions of this letter as if that person were also a party to it, and (d) not to make enquiries of any member of the Group or any of their officers, directors, employees or professional advisers relating directly or indirectly to the Acquisition.
Confidentiality Undertaking. You undertake:
Confidentiality Undertaking. You undertake (a) to keep all Confidential Information confidential and not to disclose it to anyone, save to the extent permitted by paragraph 2 below and to ensure that all Confidential Information is protected with security measures and a degree of care that would apply to your own confidential information, and (b) until the Acquisition is completed to use the Confidential Information only for the Permitted Purpose.
Confidentiality Undertaking. The Executive confirms that he is bound by the provisions of the Confidentiality Undertaking covenant set out in Schedule B hereto.
Confidentiality Undertaking. You undertake:
(a) To keep all Confidential Information confidential and not to disclose it to anyone, save to the extent permitted by paragraph 2 of this Agreement and to ensure that all Confidential Information is protected with security measures and the same degree of care as you would take in relation to your own confidential information;
(b) To keep confidential and not disclose to any except as provided for by paragraph 2 of this Agreement the fact that the Confidential Information has been made available or that discussions or negotiations are taking place or have taken place between us and you in connection with the Project; and
(c) To use Confidential Information only for the Permitted Purpose.
Confidentiality Undertaking. We undertake (a) to keep all Confidential Information confidential and not to disclose it to anyone, save to the extent permitted by paragraph [***] below and to ensure that all Confidential Information is protected with security measures and a degree of care that would apply to our own confidential information and (b) until the Acquisition is completed to use the Confidential Information only for the Permitted Purpose.
Confidentiality Undertaking. We undertake (a) to keep the Confidential Information confidential and not to disclose it to anyone except as provided for by paragraph 2 below and to ensure that the Confidential Information is protected with security measures and a degree of care that would apply to our own confidential information, (b) to use the Confidential Information only for the Permitted Purpose, (c) to use all reasonable endeavours to ensure that any person to whom we pass any Confidential Information (unless disclosed under paragraph 2(b) below) acknowledges and complies with the provisions of this letter as if that person were also a party to it and (d) not to make enquiries of any member of the Group or any of their officers, directors, employees or professional advisers relating directly or indirectly to the Facilities, other than directly to the Group Treasurer of Vodafone.
Confidentiality Undertaking. The Parties hereby expressly and irrevocably acknowledge, agree and undertake that: All Confidential Information is proprietary to the Disclosing Party and highly confidential to the Disclosing Party and that during the Competitive Contracting Process it is likely that Confidential Information will be Disclosed, provided or otherwise conveyed or communicated by or on behalf of the Disclosing Party to the Receiving Party, and accordingly, the Parties hereby agree and acknowledge that all Confidential Information, which is Disclosed, provided or otherwise conveyed or communicated by the Disclosing Party to the Receiving Party shall be kept strictly confidential by the Receiving Party in accordance with the terms and conditions of this Agreement. Confidential Information of the Disclosing Party may only be used by the Receiving Party for the purposes of evaluating and participating in the Competitive Contracting Process including evaluating, negotiating and determining whether to enter into the Relevant Agreements pursuant to the Competitive Contracting Process. The Receiving Party shall hold and maintain and shall procure that all of its directors, officers, employees, agents, representatives. contractors, investors, lenders and advisors to whom it Discloses any or all Confidential Information shall hold and maintain, in strictest confidence all Confidential Information. The Receiving Party agrees to protect the Confidential Information using the same standard of care used to safeguard its own information of a confidential nature, and undertakes that such Confidential Information shall be stored and handled in such a way as to prevent any unauthorised Disclosure thereof. Confidential Information may not be Disclosed by the Receiving Party, directly or indirectly, to any Person, provided that: the Receiving Party may Disclose Confidential Information only to those of the Receiving Party’s directors, officers, employees, agents, representatives. contractors, investors, lenders and advisors, as the case may be, (each a “Representative”), whose knowledge or review of that Confidential Information is necessary for the limited purposes set out in clause 3.2.; and prior to any Disclosure of any Confidential Information to any Representative of the Receiving Party, the Receiving Party shall have informed such Representative of the confidential nature of such Confidential Information and the limited purposes for which such Confidential Information may be used, and th...
Confidentiality Undertaking. You undertake:
(A) to keep the Confidential Information confidential and not to disclose it to anyone except as provided for by paragraph 2 below and to ensure that the Confidential Information is protected with security measures with a degree of care not less than that which you would apply to your own confidential information;
(B) to keep confidential and not disclose to anyone except as provided for by paragraph 2 below the fact that the Confidential Information has been made available or that discussions or negotiations are taking place or have taken place between us;
(C) to use the Confidential Information only for the Permitted Purpose;
(D) to ensure that any person to whom you pass any Confidential Information in accordance with paragraph 2 (unless disclosed under paragraph 2(B) below) acknowledges and complies with the provisions of this letter as if that person were also a party to it; and
(E) not to make enquiries in relation to the Confidential Information of any other person, whether a third party or any member of the Group or any of their officers, directors, employees or professional advisers, save for such officers, directors, employees or professional advisers as may be expressly nominated by us for this purpose, provided that this paragraph shall not prevent or restrict you from conducting and completing all necessary and appropriate due diligence in accordance with your normal credit and underwriting approval processes and as required to be performed in order to obtain any requisite credit or underwriting approvals in relation to your possible participation in the Facility.
Confidentiality Undertaking. You undertake:
(a) to keep the Confidential Information confidential and not to disclose it to anyone except as provided for by paragraph 2 below and to ensure that the Confidential Information is protected with security measures and a degree of care that would apply to your own confidential information;
(b) to keep confidential and not disclose to anyone the fact that the Confidential Information has been made available or that discussions or negotiations are taking place or have taken place between us in connection with the Facility;
(c) to use the Confidential Information only for the Permitted Purpose;
(d) to use all reasonable endeavours to ensure that any person to whom we pass any Confidential Information (unless disclosed under sub-paragraph 2(b) below) acknowledges and complies with the provisions of this letter as if that person were also a party to it; and
(e) not to make enquiries of any member of the Borrower Group or any of their officers, directors, employees or professional advisers relating directly or indirectly to the Facility.
