Common use of Management Co Clause in Contracts

Management Co. agrees (1) to hold the Confidential Information in strict confidence, (2) not to use the Confidential Information for any purpose other than the performance of Management Co.'s obligations hereunder, (3) not to disclose any of the Confidential Information to any third party or any of Management Co.'s employees, agents or representatives other than those who need to know and/or have access to such Confidential Information in connection with the performance of their duties on behalf of Management Co., and (4) to return to the Hospital or destroy or delete, at the Hospital's election, all or the relevant portions of any of the documents and other materials embodying Confidential Information (including all copies thereof) in Management Co.'s possession upon termination of this Agreement. The foregoing restrictions shall not, however apply to information which is generally known to and available for use within the trade or by the public at the time of disclosure to Management Co., (2) becomes generally known to and available for use within the trade or by the public other than as a result of a breach of Management Co. 's duty of confidentiality hereunder, (3) was in the possession or knowledge of Management Co. free of Confidentiality restrictions prior to the time of disclosure to Management Co. by the Hospital, or becomes available to Management Co. from a third party who or which is not bound by confidentiality restrictions, (4) is required to be disclosed by law or pursuant to a court order, subject to prompt prior written notice by Management Co. to the Hospital of such potential disclosure and the Hospital's right to prevent or otherwise limit such disclosure with the bounds of the law or court order, or (5) is authorized to be used and/or disclosed to third parties by the Hospital in writing, subject to execution of a confidentiality agreement acceptable to the Hospital by the third party. Management Co. further agrees to comply with any and all laws and regulations and procedures relating to patient and all other information which is disclosed to Management Co. or to which Management Co. has, and to comply with the Hospital's applicable reasonable security and confidentiality policies and procedures relative to the Agency's facilities, communications and information. The Hospital shall have the right to deny Management Co. access to the Agency's facilities, communications and information at such times when Management Co. fails to comply with the Hospital's applicable reasonable policies and procedures. The provisions of this Section 6 shall survive termination of this Agreement. Management Co. acknowledges and agrees that any breach or threatened breach by it of the provisions of this Section would cause the Hospital irreparable injury for which the Hospital would have no remedy at law and that, in addition to any other remedies which it may have, the Hospital shall be entitled to preliminary and permanent injunctive relief against any such breach or threatened breach.

Management Co. agrees (1) to hold the Confidential Information in strict confidence, (2) not to use the Confidential Information for any purpose other than the performance of Management Co.'s obligations hereunder, (3) not to disclose any of the Confidential Information to any third party or any of Management Co.'s employees, agents or representatives other than those who need to know and/or have access to such Confidential Information in connection with the performance of their duties on behalf of Management Co., and (4) to return to the Hospital or destroy or delete, at the Hospital's election, all or the relevant portions of any of the documents and other materials embodying Confidential Information (including all copies thereof) in Management Co.'s possession upon termination of this Agreement. The foregoing restrictions shall not, however apply to information which (1) is generally known to and available for use within the trade or by the public at the time of disclosure to Management Co., (2) becomes generally known to and available for use within the trade or by the public other than as a result of a breach of Management Co. 's duty of confidentiality hereunder, (3) was in the possession or knowledge of Management Co. free of Confidentiality restrictions prior to the time of disclosure to Management Co. by the Hospital, or becomes available to Management Co. from a third party who or which is not bound by confidentiality restrictions, (4) is required to be disclosed by law or pursuant to a court order, subject to prompt prior written notice by Management Co. to the Hospital of such potential disclosure and the Hospital's right to prevent or otherwise limit such disclosure with the bounds of the law or court order, or (5) is authorized to be used and/or disclosed to third parties by the Hospital in writing, subject to execution of a confidentiality agreement acceptable to the Hospital by the third party. Management Co. further agrees to comply with any and all laws and regulations and procedures relating to patient and all other information which is disclosed to Management Co. or to which Management Co. has, and to comply with the Hospital's applicable reasonable security and confidentiality policies and procedures relative to the Agency's facilities, communications and information. The Hospital shall have the right to deny Management Co. access to the Agency's facilities, communications and information at such times when Management Co. fails to comply with the Hospital's applicable reasonable policies and procedures. The provisions of this Section 6 shall survive termination of this Agreement. Management Co. acknowledges and agrees that any breach or threatened breach by it of the provisions of this Section would cause the Hospital irreparable injury for which the Hospital would have no remedy at law and that, in addition to any other remedies which it may have, the Hospital shall be entitled to preliminary and permanent injunctive relief against any such breach or threatened breach.