Need for Confidentiality Sample Clauses

Need for Confidentiality. Preserving the confidentiality of Donor Information is paramount to the effectiveness of the Foundation in carrying out its purposes. The Foundation denies consent to treat as a public record any Donor Information disclosed to NMSU under the Agreement or otherwise, because public or other indiscriminate disclosure of the Donor Information would:
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Need for Confidentiality. Employee acknowledges that: (a) in the course of his employment by Employer it will be necessary for Employee to acquire, among other things, information concerning Employer's internal structure, financial condition, sales, prospective customers, identity of and strategies with respect to sales, identity of and strategies with respect to customers and prospective customers, Employer's computer programs, system documentation, and hardware, Employer's manuals, lists, processes, methods, ideas, and other confidential or proprietary information belonging to Employer or relating to Employer's affairs (collectively referred to herein as the "Confidential Information"); (b) the Confidential Information is the property of Employer; (c) the misuse, misappropriation, or unauthorized disclosure of the Confidential Information would constitute a breach of trust and could cause irreparable injury to Employer; and (d) it is
Need for Confidentiality. Executive acknowledges that; (a) in the course of her employment by Employer it will be necessary for Executive to acquire, among other things, information concerning Employer’s internal structure, financial condition, sales, prospective customers, identity of and strategies with respect to sales, identity of and strategies with respect to customers and prospective customers, Employer’s computer programs, system documentation, and hardware, Employer’s manuals, lists, processes, methods, ideas, and other confidential or proprietary information belonging to Employer or relating to Employer’s affairs (collectively referred to herein as the “Confidential Information”); (b) the Confidential Information is the property of Employer; (c) the misuse, misappropriation, of unauthorized disclosure of the Confidential Information would constitute a breach of trust and could cause irreparable injury to Employer; and (d) it is essential to the protection of Employer’s good will and to the maintenance of Employer’s competitive position that the Confidential Information be kept secret and that Executive not disclose the Confidential Information to Employer’s disadvantage, Executive’s own advantage, or the advantage of others. For purpose of this Paragraph 21.1, Confidential Information shall not include information that (i) becomes generally available to the public other than by reason of its disclosure by Executive through breach of this Agreement; (ii) was known by Executive prior to its receipt by her from Employer; (iii) becomes available to Executive from a source other than Employer, and Executive has no reasonable grounds to believe that such source is bound by a confidentiality agreement with Employer or is otherwise under a duty to protect the confidentiality of such information; or (iv) is required by law to be disclosed, provided that Executive shall give reasonable notice to Employer in advance of any disclosure required by law and shall cooperate with Employer in the event it seeks to prevent such disclosure through court order or otherwise.

Related to Need for Confidentiality

  • Information and Confidentiality 20.1 Each party recognises that under this Agreement it may receive Confidential Information belonging to the other.

  • Data Confidentiality All data, regardless of form, including originals, images and reproductions, prepared by, obtained by or transmitted to the Professional in connection with this Agreement is confidential, proprietary information owned by NBU. Except as specifically provided in this Agreement, the Professional shall not intentionally disclose data generated in the performance of the Services to any third party without the prior, written consent of NBU.

  • RECORD RETENTION AND CONFIDENTIALITY Ultimus shall keep and maintain on behalf of the Trust all books and records which the Trust and Ultimus is, or may be, required to keep and maintain pursuant to any applicable statutes, rules and regulations, including without limitation Rules 31a-1 and 31a-2 under the 1940 Act, relating to the maintenance of books and records in connection with the services to be provided hereunder. Ultimus further agrees that all such books and records shall be the property of the Trust, and agrees to surrender the records of the Trust upon request, and to make such books and records available for inspection by the Trust or by the SEC at reasonable times and otherwise to keep confidential all books and records and other information relative to the Trust and its shareholders; except when requested to divulge such information by duly-constituted authorities or court process. If Ultimus is requested or required to disclose any confidential information supplied to it by the Trust, Ultimus shall, unless prohibited by law, promptly notify the Trust of such request(s) so that the Trust may seek an appropriate protective order. Nonpublic personal shareholder information shall remain the sole property of the Trust. Such information shall not be disclosed or used for any purpose except in connection with the performance of the duties and responsibilities described herein or as required or permitted by law. The provisions of this Section shall survive the termination of this Agreement. The parties agree to comply with any and all regulations promulgated by the SEC or other applicable laws regarding the confidentiality of shareholder information.

  • Term of Confidentiality The obligations of this Article 5 shall continue for a period of **** following the expiration or termination of this Agreement.

  • Duration of Confidentiality All obligations of confidentiality and non-use imposed upon the parties under this Agreement shall expire ten (10) years after the expiration or earlier termination of this Agreement; provided, however, that Confidential Information which constitutes the trade secrets of a party shall be kept confidential indefinitely, subject to the limitations set forth in Sections 9.4 through 9.5.

  • Data Protection and Confidentiality 3.1. We obtain, use, process and disclose personal data about you and data subjects (as defined in the DPA) in order that we may provide the Services and for other related purposes including updating and enhancing client records, analysis for management purposes and statutory returns, crime prevention and legal and regulatory compliance.

  • Investigation and Confidentiality (a) Prior to the Effective Time, each Party shall keep the other Party advised of all material developments relevant to its business and to consummation of the Merger and shall permit the other Party to make or cause to be made such investigation of the business and properties of it and its Subsidiaries and of their respective financial and legal conditions as the other Party reasonably requests, provided that such investigation shall be reasonably related to the transactions contemplated hereby and shall not interfere unnecessarily with normal operations. No investigation by a Party shall affect the representations and warranties of the other Party.

  • Records and Confidentiality All records pertaining to the operation and administration of the Trust and the Fund (whether prepared by the Adviser or supplied to the Adviser by the Trust or the Fund) are the property and subject to the control of the Trust. In the event of the termination of this agreement, all such records in the possession of the Adviser shall be promptly turned over to the Trust free from any claim or retention of rights. All such records shall be deemed to be confidential in nature and the Adviser shall not disclose or use any records or information obtained pursuant to this Agreement in any manner whatsoever except as expressly authorized by the Trust or as required by federal or state regulatory authorities. The Adviser shall submit to all regulatory and administrative bodies having jurisdiction over the operations of the Adviser or the Trust, present or future, any information, reports or other material obtained pursuant to this Agreement which any such body may request or require pursuant to applicable laws or regulations.

  • Client Confidentiality Any information about clients of the Employer which is learned by an employee during the course of employment must, as a condition of continued employment, be treated as strictly confidential and each employee is expected to respect this confidentiality and to take all reasonable precautions to safeguard it.

  • Cooperation; Confidentiality Each party to this Agreement agrees to cooperate with the other party and with all appropriate governmental authorities having the requisite jurisdiction (including, but not limited to, the SEC) in connection with any investigation or inquiry relating to this Agreement or the Fund. Subject to the foregoing, the Sub-Adviser shall treat as confidential all information pertaining to the Fund and actions of the Fund, the Manager and the Sub-Adviser, and the Manager shall treat as confidential and use only in connection with the Series all information furnished to the Fund or the Manager by the Sub-Adviser, in connection with its duties under the Agreement except that the aforesaid information need not be treated as confidential if required to be disclosed under applicable law, if generally available to the public through means other than by disclosure by the Sub-Adviser or the Manager, or if available from a source other than the Manager, Sub-Adviser or the Fund.

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