Duty to keep confidential Sample Clauses

Duty to keep confidential. A Party receiving confidential information from the other Party shall treat this as strictly confidential and use this solely in connection with its rights and obligations under the Agreement.
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Duty to keep confidential. Subject to Clause 19.2, or where disclosure of Confidential Information is expressly permitted elsewhere in this Framework Agreement, each Party shall: treat the other Party's Confidential Information as confidential and safeguard it accordingly; not disclose the other Party's Confidential Information to any other person without such Party's prior written consent; and in the case of the Supplier only, not use the Authority's Confidential Information for the solicitation of business from the Customer or any other third party. Exception: Clause 19.1 shall not apply to Confidential Information to the extent that it: is disclosed pursuant to Clauses 19.3 or 19.5; has become publicly available or generally known to the public at the time of the disclosure, other than as a result of a breach of this Clause 19; is in the possession of the receiving Party without restriction in relation to disclosure before the date of receipt from the disclosing Party; is received by the Party from a third party that lawfully acquired it and who is under no obligation restricting its disclosure; is independently developed by the Party without access to the Confidential Information; must be disclosed pursuant to a statutory, legal or parliamentary obligation placed upon the Party, including any requirements for disclosure under the Freedom of Information Xxx 0000 or the Environmental Information Regulations 2004; or is necessary to disclose the Confidential Information to the Nominated Supplier to facilitate the transfer of the Customer Contracts relating to Customer Portfolio from the Supplier to the Nominated Supplier and to enable the Nominated Supplier to carry out mobilisation or other preparatory activity to enable it to provide services substantially equivalent to the whole or part of the Authority Services or the Customer Services. Permitted disclosure by Authority: Nothing in this Clause 19 shall be deemed or construed to prevent the Authority from disclosing any of the Supplier's Confidential Information: to any Crown Body, provided that the Authority has required that such information is treated as confidential by such Crown Body and their servants. All Crown Bodies in receipt of such Confidential Information shall be considered as parties to this Framework Agreement within Section 1(1) of the Contracts (Rights of Third Parties) Xxx 0000 for the purpose only of being entitled to further disclose the Confidential Information to other Crown Bodies on the same terms of con...
Duty to keep confidential. Each Party shall at all times keep strictly confidential all Disclosed Personal Information provided to it, and shall instruct those employees or advisors responsible for processing such Disclosed Personal Information to protect the confidentiality of such information in a manner consistent with the Parties' obligations hereunder. Each Party shall ensure that access to the Disclosed Personal Information shall be restricted to those employees or advisors of the respective Party who have a bona fide need to access such information in order to complete the transactions contemplated hereby.
Duty to keep confidential. Each party agrees not to disclose, transfer, use, copy, or allow access to any Confidential Information of the other party except as provided under this Agreement. In no event will either party disclose Confidential Information of the other party to any competitors of the disclosing party.
Duty to keep confidential. Subject to Clause 5.2, or where disclosure of Confidential Information is expressly permitted elsewhere in this Agreement, each Party shall: treat the other Party's Confidential Information as confidential and safeguard it accordingly; not disclose the other Party's Confidential Information to any other person without such Party's prior consent; and in the case of the Supplier only, not use the Customer's Confidential Information for the solicitation of business from the Customer or from any third party. Exception: Clause 13.1 shall not apply to Confidential Information to the extent that it: is disclosed pursuant to Clauses 13.3 or 13.4; has become publicly available or generally known to the public at the time of the disclosure other than as a result of a breach of this Clause 13; is in the possession of the receiving Party without restriction in relation to disclosure before the date of receipt from the disclosing Party; is received by the Party from a third party who lawfully acquired it and who is under no obligation restricting its disclosure; is independently developed by the Party without access to the Confidential Information; must be disclosed pursuant to a statutory, legal or parliamentary obligation placed upon the Party, including any requirements for disclosure under the Freedom of Information Xxx 0000 or the Environmental Information Regulations 2004; or is Confidential Information which the other Party has agreed may be disclosed under Clause 13.1.1(b).
Duty to keep confidential. Vendor shall protect Client Data and Altruist Proprietary Information with the same degree of care that a reasonable and prudent business would exercise to protect its own proprietary information of similar nature (but in no event less than a reasonable degree of care) to prevent the loss or unauthorized, negligent or inadvertent use or disclosure of such information. Vendor shall not directly or indirectly disclose or make available any Client Data or Altruist Proprietary Information to any person or business entity except for those Representatives of Vendor who (i) have a need to know such information in connection with the purpose(s) for which Altruist disclosed such information to Vendor, and (ii) are bound by written or other obligations to maintain the confidentiality of, and to refrain from using, such information that are no less protective than those set forth herein, provided however, that Vendor may, solely in connection with the Services provided to Client or to a Retail Customer in connection with the Services provided to Client, provide Client Data to Client and/or such Retail Customer. Vendor shall be liable under this Agreement to Altruist and its third-party data providers, licensors, their partners, suppliers and their respective affiliates for any loss of, or unauthorized disclosure, transmission or use of, any Client Data or Altruist Proprietary Information by it or any of its Representatives. Vendor acknowledges and understands that the loss, or unauthorized use, transmission or disclosure of any Client Data, Altruist Proprietary Information, or any use of the Data Transmission Services, in any manner inconsistent with this Agreement may result in immediate and irreparable harm to Altruist and its third party data providers and any remedies at law in such event may not be adequate. Accordingly, in addition to all other remedies available at law or in equity, Altruist shall have the right to seek equitable and injunctive relief to prevent such loss, use, transmission or disclosure, and to recover the amount of all such damages (including attorneys’ fees and expenses) incurred in connection with such loss, use, transmission or disclosure.
Duty to keep confidential. The Practitioner shall, both during and after the Practitioner’s engagement with the Company, keep all Confidential Information confidential and shall not use any of it except for the purpose of carrying out authorized activities on behalf of the Company. The Practitioner shall return or destroy, as directed by the Company, Confidential Information upon request by the Company at any time.
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Duty to keep confidential. The Receiving Party acknowledges that the Confidential Information is proprietary and a valuable asset of the Disclosing Party and agrees that the Receiving Party shall take reasonable precautions to ensure that such Confidential Information is safeguarded against disclosure to unauthorized employees or third parties.
Duty to keep confidential. Each party receiving other confidential information ("Receiving Party") belonging to or received from the other party (the "Disclosing Party") shall safeguard the Disclosing Party's Other Confidential Information and shall not disclose it (or any concepts, inventions or other information derived there from) to third parties (unless required by any judicial or governmental request, requirement or order) or to use it (or any concepts, inventions or other information derived there from) for any purposes other than evaluation without the express prior written consent of the Disclosing Party set forth in a separate written consent.
Duty to keep confidential. 5.1 CONSULTANT agrees to maintain as confidential, to the extent permitted or required by applicable law, all Confidential Information furnished or otherwise made available to the CONSULTANT, or its Representatives by CITY. CONSULTANT acknowledges that the Confidential Information is proprietary and a valuable asset of CITY and agrees that CONSULTANT shall take reasonable precautions to ensure that such Confidential Information is safeguarded against disclosure to unauthorized employees, Representatives or third parties.
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