Use and Disclosure; Rights Sample Clauses

Use and Disclosure; Rights. Business Associate agrees that it shall not to use or disclose PHI except as permitted under this Agreement or as required by law. Business Associate acknowledges that this Agreement does not in any manner grant Business Associate any greater rights than Covered Entity enjoys, nor shall it be deemed to permit or authorize Business Associate to use or further disclose PHI in a manner that would otherwise violate the requirements of HIPAA if done by Covered Entity.
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Use and Disclosure; Rights. Recipient agrees that it shall not to use or disclose PHI or Limited Data Set information except as permitted under this Agreement. Recipient may use or disclose the Limited Data Set information received or created by it, (a) to perform its obligations under this Agreement consistent only with research, public health or limited health care operations purposes, in order to properly manage and administer its business, (b) to carry out its legal responsibilities if the disclosure is required by law, or (c) for data aggregation functions, as defined by HIPAA. If pursuant to subsections (a), (b), or (c) above, Recipient discloses Limited Data Set information to others, the Recipient must obtain reasonable assurances from the person to whom the information is disclosed that it will be held confidentially and used or further disclosed only as required by law or for the purpose for which it is disclosed to the person and the person notifies Recipient of any instances of which it is aware that the confidentiality of the information has been breached. Recipient may not disclose Limited Data Set information in a manner that would violate HIPAA if Recipient were a covered entity thereunder. Recipient may only disclose Limited Data Set information to and permit the following persons or classes of persons to use such information, or other persons as may be agreed upon between Covered Entity and Recipient in writing from time to time. Recipient will not identify or attempt to identify the individual(s) to which the Limited Data Set information pertains or contact or attempt to contact the individual(s) that Recipient believes to be the subject of any Limited Data Set information.
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Use and Disclosure; Rights. Business Associate agrees that it shall not use or disclose PHI except as permitted under this Agreement or as required by law. Business Associate’s use and disclosure of PHI shall comply with the provisions of HIPAA applicable to business associates. Business Associate may use or disclose the PHI received or created by it (a) to perform its obligations under this Agreement, (b) to perform Reimbursement Services for, or on behalf of, Covered Entity as specified in the Underlying Arrangement, and (c) to provide data aggregation functions to or for the benefit of Covered Entity. Business Associate may create, use, and disclose Limited Data Sets for research, public health, and health care operations purposes, and may de-identify PHI. Business Associate shall not attempt to identify individuals whose data is included in a Limited Data Set or attempt to contact them in violation of HIPAA. Business Associate may use the PHI received by it to manage and administer its business or to carry out its legal responsibilities. Business Associate may disclose the PHI received by it to manage and administer its business or to carry out its legal responsibilities if: (a) the disclosure is required by law, or (b) Business Associate obtains reasonable assurances from the person to whom the information is disclosed that it will be held confidentially and used or further disclosed only as required by law or for the purpose for which it is disclosed to the person, and the person agrees to notify the Business Associate of any instances of which the person is aware that the confidentiality of the PHI has been breached. Covered Entity shall not ask Business Associate to use or disclose PHI in any manner that would not be permissible under HIPAA if done by Covered Entity.
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Use and Disclosure; Rights. Business Associate may use or disclose the PHI received or created by it: (a) to perform functions, activities, or services for, or on behalf of, Provider pursuant to the Service Agreement, as it may be amended from time to time, or for other related purposes requested or approved by Provider, (b) to perform its obligations under this Addendum, (c) to properly manage and administer Business Associate’s business, (d) to carry out its legal responsibilities if the disclosure is ‘required by law,’ as defined by HIPAA, (e) for ‘data aggregation functions,’ as defined by HIPAA, or (f) as otherwise permitted or required by applicable law. Provider shall not request that Business Associate use or disclose PHI in any manner that would not be permitted under HIPAA if done by Provider as a ‘covered entity.’ If, pursuant to clause (c) of this section, Business Associate discloses PHI to others, Business Associate shall obtain reasonable assurances from the person, firm, association, organization, or entity (hereinafter, simply “person”) to whom the information is disclosed that (i) such PHI shall be held confidentially and used or further disclosed only as required by law or for the purpose for which it is disclosed to such person, and (ii) that such person shall notify Business Associate of any instances of which it becomes aware that the confidentiality of the information has been breached.
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Use and Disclosure; Rights. Licensor may use or disclose the PHI disclosed to, received or created by it: (a) to perform functions, activities, or services for, or on behalf of, Covered Entity pursuant to the Agreement, as it may be amended from time to time, or for other related purposes requested or approved by Covered Entity, including without limitation (i) audits, (ii) business reviews of the Doctor’s practice, (iii) assistance in the preparation and mailing of patient appointment reminders or recall notices, (iv) assistance in scheduling patient appointments (as permitted by state law), (v) the preparation and mailing of marketing materials for Doctor, (vi) loss prevention reviews and services, and (vii) Contact Lens By Mail or general contact lens ordering or fulfillment related services as may be requested by Doctor from time to time, (b) to perform its obligations under this Agreement, (c) to properly manage and administer Licensor’s business or carry out Licensor’s legal responsibilities, and
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Use and Disclosure; Rights. Sony agrees that it shall not use or disclose PHI except as permitted under any agreement between the parties, this BAA or as Required by Law. Sony’s use and disclosure of PHI shall comply with the provisions of HIPAA applicable to business associates. Sony may use or disclose the PHI received or created by it (a) to perform its obligations under any agreement between the parties or this BAA, (b) to perform functions, activities, or services for, or on behalf of, Customer as specified in any agreement between the parties, and (c) to de-identify and destroy that PHI in accordance with any agreement between the parties. Customer shall not ask Sony to use or disclose PHI in any manner that would not be permissible under HIPAA if done by Customer.
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Use and Disclosure; Rights. Business Associate agrees to not Use or further Disclose Protected Health Information other than as permitted or required to perform administrative duties related to prior authorization requests of commercial insurance plans of members receiving services from Covered Entity, this Agreement, or as required by Law and to otherwise comply with the provisions HIPAA applicable to Business Associate. As of the HITECH Compliance date, this includes the restrictions on the Sale of PHI and on its use for Marketing provided in the HITECH Modifications to the HIPAA Privacy, Security Enforcement and Breach Notification Regulations. Business Associate acknowledges that this Agreement does not in any manner grant Business Associate any greater rights than Covered Entity enjoys, nor shall it be deemed to permit or authorize Business Associate to use or further disclose PHI in a manner that would otherwise violate the requirements of HIPAA if done by Covered Entity. To the extent that Business Associate is to carry out any of Covered Entity’s obligations that are regulated by HIPAA, Business Associate shall comply with the HIPAA requirements that apply to the Covered Entity in the performance of such obligation.
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Use and Disclosure; Rights. Recipient agrees that it shall not to use or disclose PHI or Limited Data Set information except as permitted under this Agreement. Recipient may use or disclose the Limited Data Set information received or created by it, (a) to perform its obligations under this Agreement consistent only with research, public health or limited health care operations purposes, in order to properly manage and administer its business,
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Related to Use and Disclosure; Rights

  • Use and Disclosure All Confidential Information of a party will be held in confidence by the other party with at least the same degree of care as such party protects its own confidential or proprietary information of like kind and import, but not less than a reasonable degree of care. Neither party will disclose in any manner Confidential Information of the other party in any form to any person or entity without the other party’s prior consent. However, each party may disclose relevant aspects of the other party’s Confidential Information to its officers, affiliates, agents, subcontractors and employees to the extent reasonably necessary to perform its duties and obligations under this Agreement and such disclosure is not prohibited by applicable law. Without limiting the foregoing, each party will implement physical and other security measures and controls designed to protect (a) the security and confidentiality of Confidential Information; (b) against any threats or hazards to the security and integrity of Confidential Information; and (c) against any unauthorized access to or use of Confidential Information. To the extent that a party delegates any duties and responsibilities under this Agreement to an agent or other subcontractor, the party ensures that such agent and subcontractor are contractually bound to confidentiality terms consistent with the terms of this Section 11.

  • Restrictions on Use and Disclosure Except as required by Executive's duties hereunder, Executive shall never, directly or indirectly, use, publish, disseminate or otherwise disclose any Confidential Information or Inventions which are the subject of Section 7.1 without the prior written consent of the Board, except as required by law. Nothing in this Section shall prevent disclosure of information which has been completely disclosed in a published patent or other integrated publication of general circulation, nor shall this Section govern the right to use Inventions for which a patent may have been issued.

  • Permitted Use and Disclosures Each Party hereto may use or disclose Confidential Information disclosed to it by the other Party to the extent such information is included in the Pharmacopeia Technology, Schering Technology or Collaboration Technology, as the case may be, and to the extent (i) such use or disclosure is reasonably necessary and permitted in the exercise of the rights granted hereunder in filing or prosecuting patent applications, prosecuting or defending litigation, (ii) such disclosure is reasonably required to be made to any institutional review board of any entity conducting clinical trials with Agreement Compound(s) and/or Agreement Product(s), or to any governmental or other regulatory agency, in order to gain approval to conduct clinical trials or to market Agreement Compound(s) and/or Agreement Products, (iii) such disclosure is required by law, regulation, rule, act or order of any governmental authority, court, or agency, or is made in connection with submitting required information to tax or other governmental authorities, or (iv) such disclosure or use is reasonably required in conducting clinical trials, or making a permitted sublicense or otherwise exercising license rights expressly granted to it by the other Party pursuant to the terms of this Agreement; in each case, provided that if a Party is required to make any such disclosure of another Party’s Confidential Information, other than pursuant to a confidentiality agreement, it will give reasonable advance notice to the other Party of such disclosure and, save to the extent inappropriate in the case of patent applications, will use its reasonable diligent efforts to secure confidential treatment of such Confidential Information in consultation with the other Party prior to its disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.

  • Publicity and Disclosure A. The Financial Agent shall not make use of any Treasury name, symbol, emblem, program name, or product name, in any advertising, signage, promotional material, press release, Web page, publication, or media interview, without the prior written consent of the Treasury.

  • Publicity and Disclosures No press releases or public disclosure, either written or oral, of the transactions contemplated by this Agreement, shall be made by a party to this Agreement without the prior knowledge and written consent of Buyer and the Company.

  • Public Statements and Disclosure The initial press release concerning this Agreement and the Merger will be a joint press release reasonably acceptable to the Company and Parent and will be issued promptly following the execution and delivery of this Agreement. Thereafter, unless the Company Special Committee has made a Company Recommendation Change, the Company and its Representatives, on the one hand, and Parent and Merger Sub and their respective Representatives, on the other hand, will consult with the other Parties before (a) participating in any media interviews; (b) engaging in any meetings or calls with analysts, institutional investors or other similar Persons; or (c) providing any statements that are public or are reasonably likely to become public, in each case to the extent relating to this Agreement or the Merger and neither party shall issue any press release or make any public announcement or statement without the consent of the other party, which shall not be unreasonably withheld, conditioned or delayed; provided, that to the extent such release or announcement is required by applicable Law or any listing agreement with or rule of any national securities exchange or association upon which the securities of the Company are listed, the party required to make the release, announcement or statement shall use reasonable best efforts to consult with the other Party about, and allow the other Party reasonable time (taking into account the circumstances) to comment on, such release, announcement or statement in advance of such issuance. Notwithstanding the foregoing, neither Parent nor the Company will be obligated to engage in such consultation with respect to communications that are (i) principally directed to its employees, drivers, suppliers, customers, partners or vendors so long as such communications are consistent with prior communications previously agreed to by Parent and the Company and do not add additional material information not included in such previous communication (in which case such communications may be made consistent with such plan); (ii) related to a Superior Proposal or Company Recommendation Change or, in each case, any action taken pursuant thereto; (iii) with respect to any dispute or Legal Proceeding solely among the Parties or their respective Affiliates related to this Agreement or the Transaction Documents; or (iv) substantively consistent with previous public disclosures made by the Parties in compliance with this Section 6.13 and which do not add additional material information not included in such previous disclosure. Parent will not be obligated to engage in such consultation with respect to communications that are principally directed to its existing or prospective equity holders and investors of Parent or its Affiliates, so long as such communications are consistent with prior communications previously agreed to by Parent and the Company and do not add additional material information not included in such previous communication.

  • Waivers and Disclaimers NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT OR THE ANCILLARY DOCUMENTS, EXCEPT FOR THE EXPRESS REPRESENTATIONS AND WARRANTIES AND OTHER COVENANTS AND AGREEMENTS MADE BY THE CONTRIBUTING PARTIES IN THIS AGREEMENT OR ANY ANCILLARY DOCUMENT, THE CONTRIBUTING PARTIES HAVE NOT MADE, DO NOT MAKE, AND SPECIFICALLY NEGATE AND DISCLAIM ANY REPRESENTATIONS, WARRANTIES, PROMISES, COVENANTS, AGREEMENTS OR GUARANTIES OF ANY KIND OR CHARACTER WHATSOEVER, WHETHER EXPRESS, IMPLIED OR STATUTORY, ORAL OR WRITTEN, PAST OR PRESENT REGARDING THE TRANSACTIONS CONTEMPLATED HEREBY, INCLUDING RELATING TO (A) THE SUBJECT INTEREST OR SEMCRUDE PIPELINE, WHITE CLIFFS PIPELINE OR THE VALUE, NATURE, QUALITY OR CONDITION OF THEIR ASSETS, INCLUDING THE WATER, SOIL, GEOLOGY OR ENVIRONMENTAL CONDITION OF SUCH ASSETS GENERALLY, INCLUDING THE PRESENCE OR LACK OF HAZARDOUS MATERIALS OR OTHER MATTERS IN OR ON SUCH ASSETS, (B) THE INCOME OR CASH FLOW TO BE DERIVED BY THE SUBJECT INTEREST OR SEMCRUDE PIPELINE, WHITE CLIFFS PIPELINE OR THEIR ASSETS, OPERATIONS OR BUSINESSES, (C) THE SUITABILITY OF THE ASSETS OF SEMCRUDE PIPELINE OR WHITE CLIFFS PIPELINE FOR ANY AND ALL ACTIVITIES AND USES THAT MAY BE CONDUCTED USING SUCH ASSETS, (D) THE COMPLIANCE OF OR BY SEMCRUDE PIPELINE, WHITE CLIFFS PIPELINE OR THEIR OPERATIONS WITH ANY LAWS, INCLUDING ANY ZONING, ENVIRONMENTAL PROTECTION, POLLUTION OR LAND USE LAWS OR (E) THE HABITABILITY, MERCHANTABILITY, MARKETABILITY, PROFITABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE ASSETS OR BUSINESSES OF SEMCRUDE PIPELINE OR WHITE CLIFFS PIPELINE. EXCEPT TO THE EXTENT PROVIDED IN THIS AGREEMENT OR IN THE CONTRIBUTING PARTIES ANCILLARY DOCUMENTS, WITH RESPECT TO THE TRANSACTIONS CONTEMPLATED HEREBY, NEITHER THE CONTRIBUTING PARTIES NOR ANY OF THEIR AFFILIATES SHALL BE LIABLE OR BOUND IN ANY MANNER BY ANY VERBAL OR WRITTEN STATEMENTS, REPRESENTATIONS, WARRANTIES OR INFORMATION PERTAINING TO THE SUBJECT INTEREST OR THE CONTRIBUTING PARTIES, SEMCRUDE PIPELINE, WHITE CLIFFS PIPELINE OR THEIR ASSETS FURNISHED BY ANY AGENT, EMPLOYEE, SERVANT OR THIRD PARTY. THE PROVISIONS OF THIS SECTION 3.21 HAVE BEEN NEGOTIATED BY THE PARTIES AFTER DUE CONSIDERATION AND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, WITH RESPECT TO THE SUBJECT INTEREST OR THE CONTRIBUTING PARTIES, SEMCRUDE PIPELINE, WHITE CLIFFS PIPELINE OR THEIR ASSETS THAT MAY ARISE PURSUANT TO ANY LAW NOW OR HEREAFTER IN EFFECT, OR OTHERWISE, EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT OR ANY ANCILLARY DOCUMENT.

  • DISCLOSURE AND DISCOVERY The arbitrator may, in its discretion, allow the parties to make reasonable disclosure and discovery in regard to any matters which are the subject of the arbitration and to compel compliance with such disclosure and discovery order. The arbitrator may order the parties to comply with all or any of the disclosure and discovery provisions of the Federal Rules of Civil Procedure, as they then exist, as may be modified by the arbitrator consistent with the desire to simplify the conduct and minimize the expense of the arbitration.

  • Reporting and Disclosure The Company, from time to time, shall provide government agencies with such reports concerning this Agreement as may be required by law, and the Company shall provide the Executive with such disclosure concerning this Agreement as may be required by law or as the Company may deem appropriate.

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