Excluded Confidential Information Sample Clauses

Excluded Confidential Information. The obligations of the Receiving Party pursuant to the provisions of this Agreement shall not apply to any Confidential Information that:
Sample 1Sample 2Sample 3See All (211)
AutoNDA by SimpleDocs
Excluded Confidential Information. Confidential Information does not include information that Executive can prove (a) was known by or in the possession of Executive prior to employment with Company through means other than as a result of past relationships or business dealings between Executive and Company or its vendors, suppliers or customers; (b) consists in whole or in part of any Prior Intellectual Property (defined below in Section 10); or (c) is known to or readily discoverable by others not under an obligation of confidentiality. (C)
Sample 1
Excluded Confidential Information. The obligations imposed by this Agreement shall not apply with respect to any portion of Confidential Information or Work Product which (i) has been approved in writing for release by the Disclosing Party; or (ii) is required to be disclosed pursuant to law or to a final and binding order of a governmental agency or court of competent jurisdiction, provided that the Disclosing Party has been given reasonable notice of the pendency of such disclosure and the opportunity to object, the Receiving Party discloses only such Confidential Information or Work Product as must be disclosed under the circumstances, and the Receiving Party uses its reasonable efforts to secure confidential treatment of such Confidential Information or Work Product.
Sample 1
Excluded Confidential Information. The obligations of the Recipient pursuant to the provisions of this Agreement shall not apply to any Confidential Information that:
Sample 1
Excluded Confidential Information. Licensee shall not provide to Esri or disclose to the instructor any data or information that is personally identified information (PII), including, but not limited to, GLBA or HIPAA type data or information, or critical infrastructure information (CII) from the US Department of Homeland Security. Notwithstanding anything in this Addendum to the contrary, Esri retains the right to refuse acceptance of any nonpublic personal information (NPI) or customer information regardless of the form of disclosure. Esri will only accept receipt of information from Licensee that comports with the exceptions set forth in Subsections 4(B) and 4(C)(ii) of Section 509 of the Xxxxx-Xxxxx- Xxxxxx Act (PL 106-102) (15 USC Section 6809) and implementing regulations thereof.
Sample 1
Excluded Confidential Information. Nothing in this agreement shall apply to any Confidential Information or material which:
Sample 1
Excluded Confidential Information. Notwithstanding the presumption contained in Section 2 hereof, information, data, documents, analyses, compilations, studies, records, proposals, correspondence, reports, and other materials shall be deemed not to be Confidential Information under this Agreement to the extent that they:
Sample 1
AutoNDA by SimpleDocs
Excluded Confidential Information. Notwithstanding the presumption contained in Section 2 hereof, information, data, documents, analyses, compilations, studies, records, proposals, correspondence, reports, and other materials shall be deemed not to be Confidential Information under this Agreement to the extent that they: d44444(a) are, at the time of disclosure, available to the general public or the Discloser’s business community; or e55555(b) must be disclosed pursuant to applicable law or the order of a court of competent jurisdiction or the order of a governmental regulator with jurisdiction over the Receiver, its subsidiaries or their respective assets; or f66666(c) following disclosure, become generally available to the public or the Discloser’s business community other than as a result of unauthorized disclosure by the Receiver or its Representatives (as defined below); or g77777(d) have been released without restriction by the Discloser to another person not covered by an agreement similar in terms to this Agreement; or h88888(e) can be shown by written documentation to have been received by the Receiver on a non-confidential basis from a third party lawfully possessing and lawfully entitled to disclose such material to the Receiver; or i99999(f) can be shown by the Receiver to be in the Receiver’s rightful possession prior to disclosure by the Discloser; or j1010101010(g) can be shown by the Receiver’s records to have been independently developed by the Receiver without direct or indirect access to the Confidential Information provided by the Discloser to the Receiver.
Sample 1

Related to Excluded Confidential Information

  • E4 Confidential Information E4.1 Except to the extent set out in this clause or where disclosure is expressly permitted elsewhere in this Contract, each Party shall:

  • Trade Secrets and Confidential Information The Executive represents and warrants that: (i) the Executive is not subject to any legal or contractual duty or agreement that would prevent or prohibit the Executive from performing the Executive’s Duties for the Company or otherwise complying with this Agreement, and (ii) the Executive is not in breach of any legal or contractual duty or agreement, including any agreement concerning trade secrets or confidential information owned by any other party. The Executive agrees that the Executive will not: (1) use, disclose, or reverse engineer the Trade Secrets or the Confidential Information for any purpose other than the Company’s Business, except as authorized in writing by the Company; (2) during the Executive’s employment with the Company, use, disclose, or reverse engineer (a) any confidential information or trade secrets of any former employer or third party, or (b) any works of authorship developed in whole or in part by the Executive during any former employment or for any other party, unless authorized in writing by the former employer or third party; or (3) upon the Executive’s resignation or termination (a) retain Trade Secrets or Confidential Information, including any copies existing in any form (including electronic form), which are in the Executive’s possession or control, or (b) destroy, delete, or alter the Trade Secrets or Confidential Information without the Company’s written consent. The obligations under this subsection A shall: (I) with regard to the Trade Secrets, remain in effect as long as the information constitutes a trade secret under applicable law, and (II) with regard to the Confidential Information, remain in effect during the Restricted Period. The confidentiality, property, and proprietary rights protections available in this Agreement are in addition to, and not exclusive of, any and all other rights to which the Company is entitled under federal and state law, including, but not limited to, rights provided under copyright laws, trade secret and confidential information laws, and laws concerning fiduciary duties.

  • Third Party Confidential Information Consultant recognizes that the Company has received and in the future will receive from third parties their confidential or proprietary information subject to a duty on the Company’s part to maintain the confidentiality of such information and to use it only for certain limited purposes. Consultant agrees that at all times during the term of this Agreement and thereafter, Consultant owes the Company and such third parties a duty to hold all such confidential or proprietary information in the strictest confidence and not to use it or to disclose it to any person, firm, corporation, or other third party except as necessary in carrying out the Services for the Company consistent with the Company’s agreement with such third party.

  • Trade Secrets and Confidential Information/Company Property Employee reaffirms and agrees to observe and abide by the terms of the Employment Agreement and the Confidentiality Agreement, specifically including the provisions therein regarding nondisclosure of the Company’s trade secrets and confidential and proprietary information, and the restrictive covenants contained therein. Employee’s signature below constitutes his certification under penalty of perjury that he has returned all documents and other items provided to Employee by the Company, developed or obtained by Employee in connection with his employment with the Company, or otherwise belonging to the Company.

  • Confidential Information Breach This shall mean, generally, an instance where an unauthorized person or entity accesses Confidential Information in any manner, including but not limited to the following occurrences: (1) any Confidential Information that is not encrypted or protected is misplaced, lost, stolen or in any way compromised; (2)one or more third parties have had access to or taken control or possession of any Confidential Information that is not encrypted or protected without prior written authorization from the State; (3) the unauthorized acquisition of encrypted or protected Confidential Information together with the confidential process or key that is capable of compromising the integrity of the Confidential Information; or (4) if there is a substantial risk of identity theft or fraud to the Client Agency, the Contractor, DAS or State.

  • Confidential Information; Non-Disclosure In consideration of your access to certain Confidential Information (as defined below) of the Company, in connection with your business relationship with the Company, you hereby represent and agree as follows:

  • Release of Confidential Information No Party shall release or disclose Confidential Information to any other person, except to its Affiliates (limited by FERC Standards of Conduct requirements), subcontractors, employees, consultants, or to parties who may be considering providing financing to or equity participation with Developer, or to potential purchasers or assignees of a Party, on a need-to-know basis in connection with this Agreement, unless such person has first been advised of the confidentiality provisions of this Article 22 and has agreed to comply with such provisions. Notwithstanding the foregoing, a Party providing Confidential Information to any person shall remain primarily responsible for any release of Confidential Information in contravention of this Article 22.

  • Prime Confidential Information The following shall constitute Confidential Information of the Contractor and should not be disclosed to third (3rd) parties: the deliverables, discoveries, ideas, concepts, software [in various stages of development], designs, drawings, specifications, techniques, models, data, source code, source files, object code, documentation, diagrams, flow charts, research, development, processes, procedures, “know-how”, marketing techniques and materials, marketing and development plans, customer names and other information related to customers, price lists, pricing policies and financial information, this Agreement and the existence of this Agreement, the relationship between the Contractor and Subcontractor, and any details of the Service under this Agreement. Subcontractor agrees not to use or reference the Contractor and/or their names, likenesses, or logos (“Identity”). Subcontractor will not use or reference Contractor or their Identity, directly or indirectly, in conjunction with any other third (3rd) parties.

  • Disposition of Confidential Information Upon termination of Agreement or request of City, Contractor shall within forty-eight (48) hours return all Confidential Information which includes all original media. Once Contractor has received written confirmation from City that Confidential Information has been successfully transferred to City, Contractor shall within ten (10) business days purge all Confidential Information from its servers, any hosted environment Contractor has used in performance of this Agreement, work stations that were used to process the data or for production of the data, and any other work files stored by Contractor in whatever medium. Contractor shall provide City with written certification that such purge occurred within five (5) business days of the purge.

  • Non-Confidential Information The term “Confidential Information” shall not include any information which: (i) is in the public domain at the time of disclosure or enters the public domain following disclosure through no fault of the receiving Party, (ii) the receiving Party, through competent evidence, can demonstrate knowledge prior to disclosure, (iii) is disclosed to the receiving Party by a third party legally entitled to make such disclosure without violation of any obligation of confidentiality or (iv) is independently developed by the receiving Party without reference to the disclosing Party’s Confidential Information as evidenced by the written records of the receiving Party.

Time is Money Join Law Insider Premium to draft better contracts faster.