Disclosure Limitation Sample Clauses

Disclosure Limitation. Each Party (as Receiving Party) shall use the same care and measures to protect the confidentiality of the Confidential Information of the other Party (as Disclosing Party) as the Receiving Party uses for its own confidential or proprietary information or material of a similar nature, but no less than a reasonable degree of care. Such measures shall include instructing and requiring all recipients of Confidential Information to maintain the confidentiality of such Confidential Information and restricting disclosure of such Confidential Information to those Representatives of the Receiving Party and its Affiliates, its and their contractors, suppliers and licensees, and other authorized third parties who have a “need to know” consistent with the purposes for which such Confidential Information is disclosed. The Receiving Party further agrees not to remove or destroy any proprietary rights or confidentiality legends or markings placed upon any documentation or other materials. Nothing in the foregoing will preclude the Receiving Party from performing its obligations or exercising its rights under this Agreement, including, without limitation, any disclosure inherent in any commercial activities authorized by this Agreement.
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Disclosure Limitation. Each Party shall maintain in confidence all Confidential Information (oral or written), shall use such Confidential Information only as expressly contemplated by this Agreement, and shall not disclose any such Confidential Information to a third party except as expressly permitted hereunder or make any unauthorized use thereof. Each Party shall treat such Confidential Information with the same degree of care against disclosure or unauthorized use which it affords to its own information of a similar nature, or a reasonable degree of care, whichever is greater.
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Disclosure Limitation. Each party shall use the same care and measures to protect the confidentiality of the Confidential Information as the other party uses for its own confidential or proprietary information or material of a similar nature, but no less than a reasonable degree of care. Each party further agrees not to remove or destroy any proprietary rights or confidentiality legends or markings placed upon any documentation or other materials provided by the other party.
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Disclosure Limitation. Pursuant to Harvard policy, the Harvard Principal Investigator is not supposed to receive information that is subject to confidentiality obligations, including any Company Confidential Information, if doing so would affect his ability to publish research results or the ability of other scholars to replicate the published results. Accordingly, Company agrees to disclose Company Confidential Information to the Harvard Principal Investigator only if (a) it first notifies the Harvard Principal Investigator of the nature of such information and (b) the Harvard Principal Investigator, in his sole discretion, notifies Company that he wishes to accept the specified information, or a portion thereof. For clarity the obligations of the Harvard Principal Investigator set forth in Sections 7.3 and 8.2 shall only apply to Company Confidential Information accepted by the Harvard Principal Investigator in accordance with this Section 7.2.
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Disclosure Limitation. Pursuant to WCM policy, the WCM Principal Investigator is not supposed to receive information that is subject to confidentiality obligations if doing so would affect his or her ability to publish research results or the ability of other scholars to replicate the published results. Accordingly, Company agrees to disclose information Company deems confidential to the WCM Principal Investigator only if (a) Company first notifies the WCM Principal Investigator of the general nature of such information and (b) the WCM Principal Investigator, in his or her sole discretion, notifies Company that he or she wishes to accept the specified information, or a portion thereof. For clarity, the obligations set forth in Sections 8.2 and 9.2 shall only apply to Confidential Information of Company that have been accepted by the WCM Principal Investigator in accordance with this Section 8.1.
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Disclosure Limitation. To ensure that the University Principal Investigator does not receive information that is subject to confidentiality obligations that would affect their ability to publish research results or the ability of other scholars to replicate the published results, Company agrees to disclose information it deems confidential to the University Principal Investigator only if (a) it first notifies the University Principal Investigator of the nature of such information and (b) the University Principal Investigator, in their sole discretion, notifies Company that they wish to accept the specified information, or a portion thereof. For clarity, the obligations set forth in Section 7.3 and 8.2 shall only apply to Company Confidential Information accepted by the University Principal Investigator in accordance with this Section 7.2.
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Disclosure Limitation. In consideration that the Buyer is a US listed company, the Seller acknowledges and agrees that these amendments could be disclosed publicly upon signing of this Supplemental Agreement.
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Disclosure Limitation. Except as expressly authorized herein or by the Partners, during the Term of this Agreement and for a period of two years thereafter, each of the Partners agrees not to disclose, use or permit the disclosure or use by others of any Proprietary Information received from the other Partner or the Partnership, as the case may be, for any other purpose during the term of this Partnership Agreement or at any time thereafter for any reason whatsoever, unless and to the extent such Proprietary Information (i) is or becomes a matter of public knowledge through no action or inaction of the party receiving the Proprietary Information, (ii) was in the receiving party’s possession before receipt from the party providing such Proprietary Information, (iii) is rightfully received by the receiving party from a third party without any duty of confidentiality, (iv) is disclosed to a third party by the party providing the Proprietary Information without a duty of confidentiality on the third party, (v) is disclosed pursuant to a valid order of any Governmental Authority (vi) is disclosed to any Card Association, or (vii) is disclosed with the prior written approval of the party providing such Proprietary Information.
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Disclosure Limitation. No Party shall make use of any discussions concerning this Agreement, or this Agreement itself, for publicity, advertising or marketing, or disclose that either Party has been carrying on discussions regarding the Purpose or has entered into this Agreement, without the prior written consent of the other Party.
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Related to Disclosure Limitation

  • Disclosure Letter (a) The disclosures in the Disclosure Letter, and those in any Supplement thereto, must relate only to the representations and warranties in the Section of the Agreement to which they expressly relate and not to any other representation or warranty in this Agreement.

  • Disclosure Schedule The Company has delivered the Disclosure Schedule and, if applicable, the Disclosure Update to Treasury and the information contained in the Disclosure Schedule, as modified by the information contained in the Disclosure Update, if applicable, is true, complete and correct.

  • Disclosure to FERC its Staff, or a State. Notwithstanding anything in this Article 22 to the contrary, and pursuant to 18 C.F.R. section 1b.20, if FERC or its staff, during the course of an investigation or otherwise, requests information from one of the Parties that is otherwise required to be maintained in confidence pursuant to this Agreement or the NYISO OATT, the Party shall provide the requested information to FERC or its staff, within the time provided for in the request for information. In providing the information to FERC or its staff, the Party must, consistent with 18 C.F.R. section 388.112, request that the information be treated as confidential and non-public by FERC and its staff and that the information be withheld from public disclosure. Parties are prohibited from notifying the other Parties to this Agreement prior to the release of the Confidential Information to the Commission or its staff. The Party shall notify the other Parties to the Agreement when it is notified by FERC or its staff that a request to release Confidential Information has been received by FERC, at which time the Parties may respond before such information would be made public, pursuant to 18 C.F.R. section 388.112. Requests from a state regulatory body conducting a confidential investigation shall be treated in a similar manner if consistent with the applicable state rules and regulations. A Party shall not be liable for any losses, consequential or otherwise, resulting from that Party divulging Confidential Information pursuant to a FERC or state regulatory body request under this paragraph.

  • Disclosure; 10b-5 The Registration Statement (and any further documents to be filed with the Commission) contains all exhibits and schedules as required by the Securities Act. Each of the Registration Statement and any post-effective amendment thereto, if any, at the time it became effective, complied in all material respects with the Securities Act and the Exchange Act and the applicable rules and regulations under the Securities Act and did not and, as amended or supplemented, if applicable, will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. The Prospectus and the Prospectus Supplement, each as of its respective date, comply in all material respects with the Securities Act and the Exchange Act and the applicable rules and regulations. Each of the Prospectus and the Prospectus Supplement, as amended or supplemented, did not and will not contain as of the date thereof any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading. The SEC Reports, when they were filed with the Commission, conformed in all material respects to the requirements of the Exchange Act and the applicable rules and regulations, and none of such documents, when they were filed with the Commission, contained any untrue statement of a material fact or omitted to state a material fact necessary to make the statements therein (with respect to the SEC Reports incorporated by reference in the Prospectus or Prospectus Supplement), in light of the circumstances under which they were made not misleading; and any further documents so filed and incorporated by reference in the Prospectus or Prospectus Supplement, when such documents are filed with the Commission, will conform in all material respects to the requirements of the Exchange Act and the applicable rules and regulations, as applicable, and will not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made not misleading. No post-effective amendment to the Registration Statement reflecting any facts or events arising after the date thereof which represent, individually or in the aggregate, a fundamental change in the information set forth therein is required to be filed with the Commission. There are no documents required to be filed with the Commission in connection with the transaction contemplated hereby that (x) have not been filed as required pursuant to the Securities Act or (y) will not be filed within the requisite time period. There are no contracts or other documents required to be described in the Prospectus or Prospectus Supplement, or to be filed as exhibits or schedules to the Registration Statement, which have not been described or filed as required. The press releases disseminated by the Company during the twelve months preceding the date of this Agreement taken as a whole do not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made and when made, not misleading.

  • Disclosure Updates Promptly and in no event later than 5 Business Days after obtaining knowledge thereof, notify Agent if any written information, exhibit, or report furnished to the Lender Group contained, at the time it was furnished, any untrue statement of a material fact or omitted to state any material fact necessary to make the statements contained therein not misleading in light of the circumstances in which made. The foregoing to the contrary notwithstanding, any notification pursuant to the foregoing provision will not cure or remedy the effect of the prior untrue statement of a material fact or omission of any material fact nor shall any such notification have the effect of amending or modifying this Agreement or any of the Schedules hereto.

  • Company Disclosure Schedule Article 3.............................................10

  • Disclosure Rights Except as required by applicable law, the Company (or any of its affiliates) shall not have any duty or obligation to disclose affirmatively to a record or beneficial holder of Common Stock, RSUs or Vested Shares, and such holder shall have no right to be advised of, any material information regarding the Company at any time prior to, upon or in connection with receipt of the Shares.

  • Company SEC Documents; Undisclosed Liabilities (a) The Company has filed with or furnished to the SEC, on a timely basis, all registration statements, reports, proxy statements and other documents with the SEC required to be filed or furnished since October 31, 2013 (collectively, and in each case including all exhibits and schedules thereto and documents incorporated by reference therein, as such statements, reports and documents may have been amended since the date of their filing, the “Company SEC Documents”). As of their respective effective dates (in the case of Company SEC Documents that are registration statements filed pursuant to the requirements of the Securities Act) and as of their respective filing dates (in the case of all other Company SEC Documents), or in the case of amendments thereto, as of the date of the last such amendment (but only amendments prior to the date of this Agreement in the case of any Company SEC Document with a filing or effective date prior to the date of this Agreement), the Company SEC Documents complied in all material respects with the requirements of the Exchange Act, the Securities Act or the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”), as the case may be, and the rules and regulations of the SEC promulgated thereunder, applicable to such Company SEC Documents, and none of the Company SEC Documents as of such respective dates (or, if amended, the date of the filing of such amendment, with respect to the disclosures that are amended) contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading.

  • COMPLIANCE WITH CONSULTANT DISCLOSURE LAW If this is a contract for consulting services, defined for purposes of this requirement to include analysis, evaluation, research, training, data processing, computer programming, engineering, environmental, health, and mental health services, accounting, auditing, paralegal, legal or similar services, then, in accordance with Section 163 (4-g) of the State Finance Law (as amended by Chapter 10 of the Laws of 2006), the Contractor shall timely, accurately and properly comply with the requirement to submit an annual employment report for the contract to the agency that awarded the contract, the Department of Civil Service and the State Comptroller.

  • Company Disclosure Letter The Company Disclosure Letter shall be arranged to correspond to the Articles and Sections of this Agreement, and the disclosure in any portion of the Company Disclosure Letter shall qualify the corresponding provision in Article III and any other provision of Article III to which it is reasonably apparent on the face of the disclosure that such disclosure relates. No disclosure in the Company Disclosure Letter relating to any possible non-compliance, breach or violation of any Contract or Law shall be construed as an admission that any such non-compliance, breach or violation exists or has actually occurred. In the Company Disclosure Letter, (a) all capitalized terms used but not defined therein shall have the meanings assigned to them in this Agreement and (b) the Section numbers correspond to the Section numbers in this Agreement.

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