Disclosure to Employees and Agents. Each of the Parties, as Recipient, hereby agrees on behalf of itself and its employees, officers, affiliates and subcontractors that Confidential Information will not be disclosed or made available to any person for any reason whatsoever, other than on a "need to know basis" and then only to: (a) its employees and officers; (b) subcontractors and other third-parties specifically permitted under this Agreement, provided that all such persons are subject to a confidentiality agreement which shall be no less restrictive than the provisions of this Section; (c) independent contractors, agents, and consultants hired or engaged by Recipient, provided that all such persons are subject to a confidentiality agreement which shall be no less restrictive than the provisions of this Section; and (d) as required by law or as otherwise permitted by this Agreement, either during the term of this Agreement or after the termination of this Agreement. Prior to any disclosure of Confidential Information as required by law, the Recipient shall (i) notify the Discloser of any, actual or threatened legal compulsion of disclosure, and any actual legal obligation of disclosure immediately upon becoming so obligated, and (ii) cooperate with the Discloser's reasonable, lawful efforts to resist, limit or delay disclosure. Nothing in this Section shall require any notice or other action by Bank in connection with requests or demands for Confidential Information from bank examiners or for compliance purposes.
Disclosure to Employees and Agents. Notwithstanding the foregoing, Recipient may disclose Confidential Information to the various agents and employees of Recipient to whom such disclosure shall be made on a reasonable “need-to-know” basis, provided that Recipient shall cause such employees and agents to comply with the restrictions of this Agreement regarding Confidential Information and Recipient shall be responsible to SELLER for such parties’ use or misuse of the Confidential Information.
Disclosure to Employees and Agents. The Receiving Party may only disclose the Disclosing Party’s Confidential Information to those of its employees and those of its contractors, agents, suppliers or vendors (the “Agents”) if and when such employees and Agents:
Disclosure to Employees and Agents. The Prospective Franchisee may disclose the Confidential Information only to such of his employees, agents and representatives who need to know such information for the purpose only of assisting with the evaluation of the SailTime franchise opportunity. In each case, the Prospective Franchisee shall advise such person of the confidential nature of the Confidential Information and the obligations of the Prospective Franchisee under this Agreement. The Prospective Franchisee shall take all reasonable measures necessary or appropriate to ensure that such persons maintain the confidentiality of all Confidential Information as if bound by this Agreement to the same extent as the Prospective Franchisee and (if the Franchisor shall require it) enter into similar confidentiality and non-use undertakings as are set out herein.
