Use and Confidentiality. All of the information, records, books, and data to which the parties are given access as set forth herein shall be used by the parties solely for the purpose of confirming the representations and warranties set forth herein. Subject to any obligation to comply with (i) any law (ii) any rule or regulation of any authority or securities exchange of (iii) any subpoena or other legal process to make information available to the persons entitled thereto, whether or not the Transaction shall be concluded, all information obtained by any party about the other, and all of the terms and conditions of this Agreement, shall be kept in confidence by each party, and each party shall cause its shareholders, directors, trustees, officers, employees, agents and attorneys to hold such information confidential. Such confidentiality shall be maintained to the same degree as such party maintains its own confidential information and shall be maintained until such time, if any, as any such data or information either is, or becomes, published or a matter of public knowledge; provided, however, that the foregoing shall not apply to any information obtained by either party through its own independent investigations of the other party or received by such party from a third party not under any obligation to keep such information confidential nor to any information obtained by such party which is generally known to others engaged in the trade or business; and provided, further, that, from and after the Closing, such party shall be under no obligation to maintain confidential any such information concerning the other party. If this Agreement shall be terminated for any reason, each party shall return or cause to be returned to the other all written data, information, files, records and copies of documents, worksheets and other materials obtained by such party in connection with the Transaction.
Use and Confidentiality. Each of Client and ABC will use the other’s Confidential Information only in connection with discussions about the Relationship and will keep it confidential, [using at least the same degree of care used to protect its own confidential information]. Each of Client and ABC will disclose the other’s Confidential Information only to its officers, directors, employees, agents, consultants, and affiliates, if any, who need access to the information for the purposes contemplated by this Agreement (each an “Authorized Person”). Authorized Persons will be subject to, and the receiving party will be responsible for ensuring that they comply with, the terms of this Agreement. [The receiving party will promptly notify the disclosing party upon discovery of any loss or unauthorized disclosure of the disclosing party’s Confidential Information.]
Use and Confidentiality. All of the other party’s non-public information, data, images and schematics, records, trade secrets, know how, books and other intellectual property rights to which each party and/or their respective representatives are given access as set forth above will be used by such party solely for the purpose of analyzing the Acquisition and will be treated on a strictly confidential basis by the recipient party. The terms, conditions and existence of this Letter of Intent and all discussions between the parties will also be treated on a confidential basis, subject to appropriate disclosure to regulatory authorities and as otherwise required by applicable laws and regulations. The parties shall execute a non-disclosure agreement concurrently with this Letter of Intent.
Use and Confidentiality. Each Party will use the other’s Confidential Information only for the specific purpose of considering, evaluating, and negotiating a possible Transaction and will keep it confidential, using at least the same degree of care used to protect its own confidential information.
Use and Confidentiality. 16.1 All information and material disclosed by one Party to the other during the term of this Agreement, including the terms and conditions of this Agreement and all further discussions between the Parties with respect hereto (hereinafter the "Confidential Information"), shall be used solely for the purposes of this Agreement and will be treated on a confidential basis, subject to appropriate disclosure as may be required by applicable law or judicial process.
Use and Confidentiality. All of the information, records, books and data to which the each party and/or their respective representatives are given access will be used by such party solely for the purpose of analyzing the other party thereto and will be treated on a confidential basis. The terms, conditions and existence of this Letter of Intent and all further discussions between the parties will also be treated on a confidential basis, subject to appropriate disclosure to regulatory authorities and as otherwise required by the rules of any securities exchange which may be applicable.
Use and Confidentiality. (a) The Recipient and its Representatives (i) will use the Confidential Information solely for the purpose of the Recognition Agreement, (ii) will keep the Confidential Information confidential, and (iii) will not disclose, exploit, reverse engineer or otherwise use any of the Confidential Information in any manner whatsoever; provided, however, that the Recipient may disclose the Confidential Information (i) to such of its Representatives who need such information for the sole purpose of the Recognition Agreement, and (ii) to the extent that the Disclosing Party gives its prior written consent to such disclosure, which consent may be withheld at the sole and absolute discretion of the Disclosing Party. The Recipient shall inform any Representative who is provided Confidential Information of the confidential nature of the Confidential Information and shall direct such Representative to keep such information confidential. In any event, the Recipient shall be responsible for any breach of this Agreement by any of its Representatives. In addition, the Recipient shall refrain from disclosing to any other person the fact that the Confidential Information has been made available to it and/or that discussions or negotiations are taking place concerning the Recognition Agreement.
Use and Confidentiality. 5.1 All of the information, records, books and data to which each party and/or their respective representatives are given access as set forth above including, but not limited to, that which relates to research, products, services, customers, markets, business policies or practices, unreleased developments, inventions, processes, designs, drawings, engineering, marketing, business plans or finances and the terms, conditions and existence of this Agreement and all discussions between the parties (the “Confidential Information”), will be used by such party solely for the purpose of analyzing the Acquisition and the parties hereto and will be treated on a confidential basis. Each of the parties covenants to each other that they will not at any time, other than in accordance with the terms of this Agreement, disclose the Confidential Information of the other to any person or entity without the prior written approval of the disclosing party, or use any such Confidential Information for any purpose, other than for the specific purpose of evaluating and negotiating the terms of the Acquisition, unless specifically pre-approved in writing by the disclosing party, subject to required disclosure to regulatory authorities and as otherwise required by the rules of the Exchange which may be applicable. Each party shall maintain the confidential nature of the Confidential Information of the other in its possession by taking commercially reasonable steps to protect the information from unauthorized use, access and disclosure, which shall be no less than those efforts made by the receiving party to protect its own confidential information. The receiving party may disclose Confidential Information of the other only to its employees, shareholders and consultants who have a 'need-to-know' for the purposes of evaluating and negotiation the Acquisition. None of the parties will make any public announcement concerning the Acquisition or related negotiations without the other parties' prior written approval, except as may be required by law or the policies of the Exchange. Where such an announcement is required by law or the policies of the Exchange, the party required to make the announcement will inform the other parties of the contents of the proposed announcement and will make commercially reasonable efforts to obtain the other parties’ written approval for the announcement, which approval may not be unreasonably withheld. The parties covenant and agree to keep confidential a...
Use and Confidentiality. Participant will use Confidential Information only in connection with performing the Services under this Agreement and will keep it confidential. Participant will immediately notify PROTECT upon discovery of any loss or unauthorized disclosure of the Confidential Information. In addition, Participant will not disclose to any third party, or use for other clients or other third parties, any product resulting from the Services (a “Deliverable”), whether or not such Deliverable contains or reflects Confidential Information. All notes, reference materials, memoranda, documentation, and records in any way incorporate or reflecting any Confidential Information shall belong exclusively to PROTECT and will turn over all copies of such materials to PROTECT.
Use and Confidentiality. 3.1 Except as expressly authorized herein, LICENSEE agrees to limit access to the Licensed Software to Authorized Users and prohibit access to the Licensed Software by any third party without the prior written consent of Sophic. LICENSEE shall ensure that its Authorized Users use the Licensed Software only in accordance with the terms and conditions of this Agreement. LICENSEE shall be responsible for any failure of the Authorized Users to comply with the terms and conditions of this Agreement.
