Proprietary or Confidential Information Sample Clauses
The Proprietary or Confidential Information clause defines and protects information shared between parties that is not intended for public disclosure. It typically covers business secrets, technical data, financial records, or other sensitive materials exchanged during a business relationship, requiring recipients to keep such information secure and not disclose it to unauthorized third parties. This clause is essential for safeguarding valuable or sensitive information, ensuring that competitive advantages or private data are not compromised during or after the contractual relationship.
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Proprietary or Confidential Information. 10.1. All information in CAPCOG's possession is public information, and is subject to disclosure to third parties upon request, unless exempted from disclosure by the Texas Public Information Act.
10.2. If CONTRACTOR believes that information it submits to CAPCOG is proprietary or confidential and is not disclosable to a third party, Contractor must clearly mark the information as proprietary or confidential and inform CAPCOG in writing that Contractor will contest disclosure of the information if disclosure is requested under the Texas Public Information Act.
10.3. If the allegedly proprietary or confidential information is clearly marked as such and CAPCOG was informed of Contractor‘s desire to keep the information confidential, CAPCOG agrees to use the information only in performing this contract and to take reasonable precautions to protect the information from unauthorized disclosure to third parties. CAPCOG agrees to refuse to disclose the information, if requested to do so under the Texas Public Information Act, and instead to request an Attorney General's decision on whether the information may be disclosed. CAPCOG agrees to inform Contractor of any request for disclosure of the information under the Texas Public Information Act.
10.4. CAPCOG's sole obligation to protect allegedly proprietary or confidential information submitted by Contractor is described in this Sec. 10.
Proprietary or Confidential Information. Propriety or confidential information must be clearly labeled in the report submission as “proprietary” or “confidential.” To the extent possible, the information should be contained within one section or appendix that can be easily removed prior to publishing. Consult your NYSERDA Project Manager with any questions.
Proprietary or Confidential Information. All material given to or made available to the PROVIDER by virtue of this Contract that is identified as proprietary or confidential information shall be safeguarded by the PROVIDER and shall not be disclosed to any individual or organization without the prior written approval of the STATE.
Proprietary or Confidential Information. A. The Contractor’s proposal contains proprietary or confidential information.: ☐ Yes ☒ No
B. If Contractor answered “Yes” above, provide additional details. Click or tap here to enter text. Note: See RFP, Section “Confidential / Proprietary Data and Information” for more information.
Proprietary or Confidential Information. The SOM shall maintain the confidentiality of Contractor’s information marked confidential or proprietary. If a request is made to view Contractor’s proprietary information, the SOM will notify Contractor of the request and of the date that the records will be released to the requester unless Contractor obtains a court order enjoining that disclosure. If Contractor fails to obtain the court order enjoining disclosure, the SOM will release the requested information on the date specified. The SOM’s sole responsibility shall be limited to maintaining the above data in a secure area and to notify Contractor of any request(s) for disclosure for so long as the SOM retains Contractor’s information in the SOM records. Failure to so label such materials or failure to timely respond after notice of request for public disclosure has been given shall be deemed a waiver by Contractor of any claim that such materials are exempt from disclosure.
Proprietary or Confidential Information. For purposes of fulfilling its obligations under this Agreement, one party (the “Disclosing Party”) may convey to the other party (the “Receiving Party”) information that is considered proprietary and confidential to the Disclosing Party.
Proprietary or Confidential Information. Should proprietary or confidential information be exchanged under this agreement, each party agrees, absent any special provisions to the contrary, to:
1. use its best efforts to receive and maintain in confidence any and all confidential or proprietary information delivered by one party hereto to the other party;
2. use confidential information solely for the purpose or purposes for which it was disclosed and for no other purpose whatsoever;
3. as a receiving party, to disclose confidential information to its employees, officers, agents, and representatives only on a need to know basis;
4. identify in writing all confidential or proprietary information as such at the time of disclosure;
5. not release confidential or proprietary information to any third parties; and
6. to dispose of or return proprietary or confidential information to the disclosing party when requested or upon expiration or termination of this contract. The period of protection of confidential information shall be 3 years from the effective date of this contract. Confidential information does not include any information which:
1. is already in the public domain or which becomes available to the public through no breach of confidentiality by the recipient;
2. was lawfully in recipient’s possession on a non-confidential basis prior to receipt from the discloser;
3. is received by recipient independently on a non-confidential basis from a third party free to lawfully disclose such information to the recipient; or
4. is independently developed by recipient without use of the discloser’s confidential information; The release of confidential information by the receiving party to satisfy the requirements of federal, state or local laws shall not be a breach of this agreement.
Proprietary or Confidential Information. To the extent consistent with Chapter 42.56 RCW, the Public Disclosure Act, the MCC shall maintain the confidentiality of Contractor’s information marked confidential or proprietary. If a request is made to view Contractor’s proprietary information, the MCC will notify Contractor of the request and of the date that the records will be released to the requester unless Contractor obtains a court order enjoining that disclosure. If Contractor fails to obtain the court order enjoining disclosure, the MCC will release the requested information on the date specified. The MCC’s sole responsibility shall be limited to maintaining the above data in a secure area and to notify Contractor of any request(s) for disclosure for so long as the MCC retains Contractor’s information in the MCC records. Failure to so label such materials or failure to timely respond after notice of request for public disclosure has been given shall be deemed a waiver by Contractor of any claim that such materials are exempt from disclosure.
Proprietary or Confidential Information. The Consultant understands and agrees that, in the performance of the services under this Agreement or in the contemplation thereof, the Consultant may have access to private or confidential information that may be owned or controlled by the Client and that such information may contain proprietary or confidential details and information, the disclosure of which to third parties may cause irreparable damage to the Client. The Consultant agrees that all information disclosed by the Client to the Consultant shall be held in the strictest of confidence and used only in performance of this Agreement. The Consultant shall exercise the same standard of care to protect such information as any reasonable prudent consultant would use to protect their own proprietary data. The Client is aware that the Consultant may have access to the private confidential information, including, but not limited to, business affairs, financial information, personal information, and other proprietary (collectively herein referred to as "Information") which are considered valuable, special and unique assets of the Client, and as such required to be protected from improper disclosure. In consideration related to the disclosure of Information, the Consultant herein agrees that it shall not at any time or in any manner, either directly or indirectly, use any Information for the Consultant's own benefit, or divulge, disclose, or communicate in any manner any Information to any third party without the prior written authorization and consent of the Client. The Consultant shall protect the Information at all times and treat it as strictly confidential. Any violation of this paragraph shall be deemed as a material violation of this Agreement.
Proprietary or Confidential Information. The party receiving Confidential Information from the other party is referred to as the “Receiving Party,” and the party disclosing Confidential Information to the other party is referred to as the “Disclosing Party”. In order to obtain the protection of this Agreement with respect to Confidential Information, (a) if the Confidential Information is in written form when disclosed, the Disclosing Party must indicate the proprietary nature of such information by an appropriate legend, marking, stamp or other positive identification on the writing delivered to the Receiving Party, and (b) if the Confidential Information is disclosed orally or visually, the Disclosing Party must, within 10 days after disclosure to the Receiving Party, deliver to the Receiving Party a writing containing an adequate description of the oral or visual information which shall indicate the proprietary nature of such information by an appropriate legend, marking, stamp or other positive identification. Should Confidential Information be exchanged under this Agreement, the Receiving Party agrees, absent any special provisions to the contrary, to: use its best efforts to receive and maintain in confidence any and all Confidential Information delivered by the Disclosing Party; use Confidential Information solely for the purpose or purposes for which it was disclosed and for no other purpose whatsoever; disclose Confidential Information to its employees, officers, agents, and representatives only on a need-to-know basis; not release Confidential Information to any third parties; and to dispose of or return Confidential Information to the Disclosing Party when requested or upon expiration or termination of this contract except that notwithstanding the above, the Receiving Party may retain (a) one physical copy to show compliance with the terms of this Agreement or for legal, regulatory and compliance purposes and (b) electronic copies in accordance with its customary electronic record retention and retrieval practices. The period of protection of confidentiality for Confidential Information shall be 3 years from the termination date of this Agreement. Confidential information does not include any information which: is already in the public domain or which becomes available to the public through no breach of confidentiality by the Receiving Party; was lawfully in Receiving Party’s possession on a non-confidential basis prior to receipt from the discloser; is received by Receiving Party inde...