Limitations on Confidential Information. For the duration of this Agreement, Provider agrees that access to Recipient Confidential Information that is received from any member of the Recipient Group during the course of the performance of this Agreement shall be (i) limited to only those employees of the Provider Group that are providing Services under this Agreement and who have been informed of the obligations and restrictions under this Section 4.03; (ii) used only for the purpose of providing Services pursuant to this Agreement; and (iii) shall otherwise be kept strictly confidential by all members of the Provider Group, except that Provider may share, to the extent necessary to provide Services pursuant to this Agreement, such information to any member of the Provider Group or to any third Person who may have a need to know such information for purposes of providing the Services; provided, that any such member of the Provider Group or third-Person service provider shall have agreed to be bound by this Section 4.03 and shall be liable for any breaches of this Section 4.03 by any member of the Provider Group or third-Person service provider. The obligations under this Section 4.03 shall not apply to (i) information that is already in the possession of employees of the Provider Group; (ii) information that becomes generally available to the public other than as a result of a disclosure, directly or indirectly, by any member of the Provider Group; or (iii) information that becomes available to any member of the Provider Group on a non-confidential basis from a source other than any member of the Recipient Group; provided, that such source is not known by any member of the Provider Group, after reasonable inquiry, to be subject to an obligation of confidentiality or other obligation of secrecy to Recipient.
Limitations on Confidential Information. (a) Notwithstanding Section 11.2(b) and Section 11.3(b), from and after the Closing, Seller Confidential Information and Buyer Confidential Information may be disclosed if required by any Governmental Authority or court or otherwise by Law; provided, however, that: (i) such Seller Confidential Information and Buyer Confidential Information is submitted under any and all applicable provisions for confidential treatment and (ii) if the disclosing Party is permitted to do so, the other Party is given written notice of the requirement for disclosure promptly after such disclosure is requested, so that it may take whatever action it deems appropriate, including intervention in any proceeding and seeking a protective order or an injunction, to prohibit such disclosure. If Seller Confidential Information or Buyer Confidential Information is disclosed under the provisions of this Section 11.4(a), the disclosing Party shall notify the other Party of the same in writing not later than five (5) Business Days following the disclosure.
Limitations on Confidential Information. Confidential Information does not include information that is:
Limitations on Confidential Information. Notwithstanding Section 8.1 hereof, Employee shall have no obligations with respect to any Confidential Information which (a) is or becomes within the public domain through no act of the Employee in breach of this Agreement, (b) is lawfully received from another source subsequent to the date of this Agreement without any restriction on use or disclosure, ( c) is deemed in writing by the Company no longer to be Confidential Information, or (d) is required to be disclosed by order of any court of competent jurisdiction or other governmental authority (provided in such latter case, however, that the Employee shall timely inform the Company of all such legal or governmental proceedings so that the Company may attempt by appropriate legal means to limit such disclosure, and the Employee shall further use its best reasonable efforts to limit the disclosure and maintain confidentiality to the maximum extent possible).
Limitations on Confidential Information. The Confidential Information shall not include and the neither party shall have any obligations with respect to any Business Information, Computer Software or Technology which:
Limitations on Confidential Information. Confidential Information shall not include Disclosing Party’s information that:
Limitations on Confidential Information. Confidential Information shall not include the information which: • The CONSULTANT knows at the time of disclosure, free of any obligation to keep it confidential, as evidenced by written records; • Is or becomes publicly available through authorized disclosure; • Is independently developed by the CONSULTANT without the use of any Confidential Information; or • The CONSULTANT rightfully obtains from a third party who has the right to transfer or disclose it. If any portion of any Confidential Information falls within any of the above exceptions, the remainder of the Confidential Information shall continue to be subject to the requirements of this Agreement.
Limitations on Confidential Information. The obligations of confidentiality in Section 2 above shall not apply to any Confidential Information which Recipient can prove: was in the public domain at the time of disclosure; becomes part of the public domain without breach of this Agreement; was in the possession of Recipient prior to receipt from COMPANY as shown by Recipient’s prior written records; or is obtained from a third party free to divulge such information.
Limitations on Confidential Information. The confidentiality restrictions shall not apply to such portion of the Confidential Information that: (a) are or become generally available to the public; (b) appears in issued patents; or (c) is already known to the Reviewing Party at the time of disclosure by the Disclosing Party or becomes known to the Reviewing Party by disclosure by a third party (which is not bound by a confidentiality agreement with the Disclosing Party). If any dispute between the parties arises, it shall be Reviewing Party's burden to prove that any Information that it has disclosed or used (other than as provided for in Section 2 of this Agreement) falls within this exception.
Limitations on Confidential Information. Confidential Information shall not include information that (a) is in or enters the public domain without breach of this Agreement, (b) the receiving party receives from a third party who is entitled to disclose such information to receiving party without restriction on disclosure and without breach of a nondisclosure obligation, or (c) the receiving party knew prior to receiving such information from the disclosing party or develops independently without reference to the disclosing party’s Confidential Information which knowledge or development is reasonably documented. Either Party may disclose Confidential Information in accordance with a judicial or other governmental order, provided that the disclosing party shall give the other party reasonable notice prior to such disclosure and shall comply with any applicable protective order or equivalent.
