Exceptions from Confidential Information Clause Samples
The "Exceptions from Confidential Information" clause defines specific categories of information that are not subject to the confidentiality obligations outlined in an agreement. Typically, this clause clarifies that information already in the public domain, independently developed by the receiving party, or lawfully obtained from a third party without restriction does not count as confidential. By delineating these exceptions, the clause ensures that parties are not unfairly restricted from using or disclosing information that is not truly confidential, thereby preventing disputes and promoting clarity in the handling of information.
Exceptions from Confidential Information. Confidential Information shall not include information that: (i) is or becomes part of the public domain without violation of this Agreement by Recipient, (ii) is already in Recipient's possession free of any restriction on use or disclosure, (iii) becomes available to Recipient from a third party provided that such party was free from restriction on disclosure of the information or (iv) has been independently developed by Recipient.
Exceptions from Confidential Information. The following will not be considered Confidential Information to the extent that the Receiving Party can establish with competent written proof that such information (a) is, at the time of disclosure to the Receiving Party, in the public domain, or through no fault of the Receiving Party enters the public domain, (b) was rightfully in the Receiving Party’s possession or known by it prior to receipt from the Disclosing Party, (c) was rightfully disclosed to it by another Person without restriction, or (d) was independently developed by it by persons without reference to or use of any Confidential Information of the Disclosing Party.
Exceptions from Confidential Information. Each Party covenants and agrees that it will, notwithstanding that this Agreement may have terminated or expired, keep in confidence, and prevent the use or disclosure to any person or persons inside and outside its organization or to any unauthorized person or persons, any and all information which is received from the other under this Agreement and has been protected in accordance with this Agreement; provided however, that a Receiving Party shall not be liable for disclosure of any such information if the same:
A. Was in the public domain at the time it was disclosed, or
B. Becomes part of the public domain without breach of this Agreement, or C. Is disclosed to the Receiving Party without restriction
D. Was known to Receiving Party at the time of disclosure without restriction on its use or independently developed by the Receiving Party with documentation to support the condition, or As between the Parties hereto, the provisions of this Paragraph 5 shall supersede the provisions of any inconsistent legend that may be affixed to said data by the Disclosing Party, and the inconsistent provisions of any such legend shall be without any force or effect. Any protected information provided by one Party to the other shall be used only in furtherance of the Purpose described in this Agreement, and shall be, upon written request at any time, returned to the Disclosing Party or destroyed, in which cases certification of the destruction by the Receiving Party will be provided to the Disclosing Party upon request. The Receiving Party shall notify the Disclosing Party in writing immediately upon the occurrence of any unauthorized release of Confidential Information or the loss of any Confidential Information, whether inadvertent or otherwise, and shall use reasonable efforts to prevent, or limit any further dissemination of such Confidential Information and retrieve any improperly disclosed or lost information. The Receiving Party shall not have any liability for the disclosure of such Confidential Information which is disclosed as required by law or regulation pursuant to the order of any court or government agency having competent jurisdiction; provided, however, that in that event, the Receiving Party will
(i) notify the Disclosing Party of the obligation to make such disclosure sufficiently in advance of the disclosure; and (ii) assert the confidentiality of such Confidential Information as provided for in clause 10 below.
Exceptions from Confidential Information a. The confidentiality and secrecy obligation shall not apply to information that has become generally known, if this has not been done in breach of any of the obligations arising from the General Agreement or stipulated by law; however, disclosure will always be possible only to the extent necessary.
b. The confidentiality obligation under this paragraph of the General Agreement shall be without prejudice to the obligation of the principal to disclose the Confidential Information or make it available to a third party arising from applicable laws or decisions of public authorities, as well as to the disclosure of the Confidential Information to its legal, accounting or tax advisors who are bound by the confidentiality obligation.
c. The Contracting Parties are aware of the obligations arising from the applicable legal regulations concerning the protection and processing of personal data, in particular Act No. 110/2019 Coll., on personal data processing (hereinafter referred to as the “PDPA”) and Regulation (EU) 2016/679 of the European Parliament and of the Council on the protection of natural persons with regard to the processing of personal data and on the free movement of such data and repealing Directive 95/46/EC (General Data Protection Regulation) (hereinafter referred to as the “GDPR”).
d. The Contracting Parties are entitled to process personal data to the extent necessary for the performance of this General Agreement; for this purpose, they are entitled in particular to store personal data on information carriers, modify it, store it for the time necessary to exercise the rights of other Contracting Parties arising from this General Agreement, transfer processed personal data to the principal, dispose of personal data, all in accordance with applicable laws and regulations relating to the protection and processing of personal data, in particular the PDPA and the GDPR.
e. The Contracting Parties are aware that all information arising from this General Agreement or its performance will be disclosed to OTE and its employees.
f. The Confidential Information shall not include information that is provided by a Contracting Party to the Transmission System Operator, its executives, employees, Affiliates, agents, professional advisors, bank or other financial institution, rating agency or potential acquirer.
g. The Confidential Information also does not include information that is provided by the MIT or the Market Operator to a foreign party in charge of d...