Non-Applicability Clause Samples

Non-Applicability. The obligations of confidentiality shall not apply to information which (i) has entered the public domain or is otherwise publicly available, except where such entry or availability is the result of a party’s breach of this Agreement; (ii) prior to disclosure hereunder was already in the receiving party’s possession without restriction as evidenced by appropriate documentation; (iii) subsequent to disclosure hereunder is obtained by the receiving party on a non- confidential basis from a third party who has the right to disclose such information; or (iv) was developed by the receiving party without any use of any of the Confidential Information as evidenced by appropriate documentation.

Non-Applicability. The restrictions of this Article IX shall not apply to (i) any transaction involving a merger of the Company with an Affiliate solely for the purpose of reincorporating the Company in another jurisdiction or (ii) any transaction involving the sale, assignment, transfer, lease, conveyance or other disposition of assets between or among the Company and any Guarantor or between or among a Guarantor and any other Guarantor. In addition, notwithstanding the foregoing, any Guarantor may merge with or into, consolidate with or amalgamate with the Company or any other Guarantor.

Non-Applicability. Executive is hereby notified that this Section 10 does not apply to any Creation for which no equipment, supplies, facility, Confidential Information, or other trade secret information of the Company was used and which was developed entirely on Executive’s own time, unless (i) the Creation relates in any way to (A) the business of the Company, or (B) the Company’s actual or contemplated business, research, or development; or (ii) the Creation results from any work performed by Executive for the Company.

Non-Applicability. The obligations of confidentiality shall not apply to information which (i) has entered the public domain except where such entry is the result of a party’s breach of this Agreement; (ii) prior to disclosure hereunder was already in the receiving party’s possession without restriction; (iii) subsequent to disclosure hereunder is obtained by the receiving party on a non-confidential basis from a third party who has the right to disclose such information; or (iv) was developed by the receiving party without use of the Confidential Information. In addition, nothing in this Section 6 shall be deemed to prevent a party from disclosing information as required by law, regulation or a court order.

Non-Applicability. Subsections 6(b) and 6(c) do not apply in the event of termination of the employment of the Executive as a result of the death, disability or retirement of the Executive.

Non-Applicability. It is the City's intention not to pay the educational incentive for any degree which is required for the position held by the employee. Educational incentives shall not be paid for education received on City time. The education incentive shall be removed if the employee is promoted to a position which does not entitle employee to such incentive.

Non-Applicability. The foregoing obligation of non-disclosure shall not apply to Confidential Information to the extent such information: i. was available in the public domain at the time of disclosure or subsequently becomes publicly available through no fault of the receiving party; ii. is disclosed to receiving party by a third party who has a right to make such disclosure in a non-confidential manner; iii. is already known to receiving party prior to disclosure hereunder, as shown by prior written records; or iv. is independently developed by receiving party without reliance on or incorporation of the disclosing party’s Confidential Information.

Non-Applicability. Chapter 4.3 of the California Government Code directs public agencies to grant concessions and incentives to private developers for the production of housing for lower income households. The ▇▇▇▇▇-▇▇▇▇▇▇▇ Rental Housing Act, California Civil Code section 1954.50 et seq. (the “▇▇▇▇▇-▇▇▇▇▇▇▇ Act”) provides for no limitations on the establishment of the initial and all subsequent rental rates for a dwelling unit with a certificate of occupancy issued after February 1, 1995, with exceptions, including an exception for dwelling units constructed pursuant to a contract with a public agency in consideration for a direct financial contribution or any other form of assistance specified in Chapter 4.3 of the California Government Code or Civil Code section 1954.52(b). The Parties agree that the ▇▇▇▇▇-▇▇▇▇▇▇▇ Act does not and in no way shall limit or otherwise affect the restriction of rental charges for the BMR Units, consistent with the Housing Program and Recorded Restrictions. This Agreement falls within the express exception to the ▇▇▇▇▇-▇▇▇▇▇▇▇ Act, Section 1954.52(b) because this Agreement is a contract with a public entity in consideration for contributions and other forms of assistance specified in Chapter 4.3 (commencing with Section 65915 of Division 1 of Title 7 of the California Government Code). The City and Developer would not be willing to enter into this Agreement without the understanding and agreement that ▇▇▇▇▇-▇▇▇▇▇▇▇ Act provisions set forth in California Civil Code section 1954.52(a) do not apply to the BMR Units as a result of the exemption set forth in California Civil Code section 1954.52(b) for the reasons set forth in this Section 5.12.

Non-Applicability. Notwithstanding the terms of Sections 6.2 and 3.2, the parties agree that any payments to be made to the EXECUTIVE for termination for any reason or non-renewal after the expiration of the Term, other than as set out in Section 6.2 (i) and (ii), shall not be payable in the event that continued employment by BIRKS and the reinstatement as a consultant for Iniziativa, S.A. is offered and available to the EXECUTIVE.