Confidential Information shall definition

Confidential Information shall mean: in respect of Information provided in documentary form or by way of a model or in other tangible form, Information which at the time of provision is marked or otherwise designated to show expressly or by necessary implication that it is imparted in confidence; and in respect of Information that is imparted orally, any information that the RPO or its representatives informed the COMPANY at the time of disclosure was imparted in confidence; and in respect of Confidential Information imparted orally, any note or record of the disclosure [and any evaluation materials prepared by the COMPANY that incorporate any Confidential Information]; and any copy of any of the foregoing; and [the fact that discussions are taking place between the COMPANY and the RPO.] Information shall mean information [whether of a technical, commercial or any other nature whatsoever] provided directly or indirectly by the RPO to the COMPANY in oral or documentary form or by way of models, biological or chemical materials or other tangible form or by demonstrations and whether before, on or after the date of this Agreement. In consideration of the RPO providing Confidential Information, at its discretion, to the COMPANY, the COMPANY shall: keep the Confidential Information secret and confidential; neither disclose nor permit the disclosure of any Confidential Information to any person, except for disclosure to Authorised Persons in accordance with clause 3, or to a court or other public body in accordance with clause 4; not use the Confidential Information for any purpose, whether commercial or non-commercial, other than for the Permitted Purpose; [make [no copies of the Confidential Information] [only such limited number of copies of the Confidential Information as are required for the Permitted Purpose, and provide those copies only to Authorised Persons]; ] and take proper and all reasonable measures to ensure the confidentiality of the Confidential Information.

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Confidential Information shall mean: in respect of Information provided in documentary form or by way of a model or in other tangible form, Information which at the time of provision is marked or otherwise designated to show expressly that it is imparted in confidence, or ought reasonably to be considered confidential given the nature of the information, or the circumstances of disclosure; and in respect of Information that is imparted orally, any information that the Disclosing Party or its representatives informed the Receiving Party at the time of disclosure was imparted in confidence; and in respect of Information imparted orally, any note or record of the disclosure and any evaluation materials prepared by the Receiving Party that incorporate any Information; and any copy of any of the foregoing. Disclosing Party shall mean the Party to this Agreement that discloses Information, directly or indirectly to the Receiving Party under or in anticipation of this Agreement. Effective Date FOIA shall mean the date of signature of this Agreement by the last Party to sign. shall mean the Freedom of Information ▇▇▇ ▇▇▇▇ and includes any subordinate legislation made under it and any provision amending, superseding or re-enacting it (whether with or without modification). Information shall mean information (whether of a technical, commercial or any other nature whatsoever) and including without limitation any intellectual property owned or used by Disclosing Party (including but not limited to: patents, know-how, copyright, discoveries, inventions, database rights, design rights, and all rights of a similar or corresponding nature) disclosed under this Agreement; provided directly or indirectly by the Disclosing Party to the Receiving Party in oral or documentary form or by way of models, biological or chemical materials or other tangible form or by demonstrations, on or after the date of this Agreement. Receiving Party shall mean the Party to this Agreement that receives Information, directly or indirectly from the Disclosing Party.

Confidential Information shall mean: in respect of Information provided in documentary form or by way of a model or in other tangible form, Information which at the time of provision is marked or otherwise designated to show expressly or by necessary implication that it is imparted in confidence; and in respect of Information that is imparted orally, any information that the Disclosing Party or its representatives informed the Receiving Party at the time of disclosure was imparted in confidence; and in respect of Confidential Information imparted orally, any note or record of the disclosure and any evaluation materials prepared by the Receiving Party that incorporate any Confidential Information; and any copy of any of the foregoing; and the fact that discussions are taking place between the Disclosing Party and the Receiving Party. Disclosing Party shall mean the Party to this Agreement that discloses Information, directly or indirectly to the Receiving Party under or in anticipation of this Agreement. FOIA shall mean the Freedom of Information Acts 1997 and 2003 and includes any subordinate legislation made under it and any provision amending, superseding or re-enacting it (whether with or without modification). Information shall mean information whether of a technical, commercial or any other nature whatsoever provided directly or indirectly by the Disclosing Party to the Receiving Party in oral or documentary form or by way of models, biological or chemical materials or other tangible form or by demonstrations and whether before, on or after the date of this Agreement. Receiving Party shall mean the Party to this Agreement that receives Information, directly or indirectly from the Disclosing Party.

Examples of Confidential Information shall in a sentence

Each party hereto acknowledges that the Confidential Information shall remain the property of the disclosing party and agrees that it shall take all reasonable measures to protect the secrecy of any Confidential Information disclosed by the other party.
The disclosure by each Party to the other Parties of Confidential Information shall not be deemed a waiver by any Party or any other person or entity of the right to protect the Confidential Information from public disclosure.
Each Party receiving Confidential Information shall hold such information in confidence and shall not disclose it to any third party nor to the public without the prior written authorization from the Party providing that information, except to fulfill obligations under this Agreement, or to fulfill legal or regulatory requirements.
Notwithstanding the foregoing, Confidential Information shall not include information that is generally available and known to the public through no fault of the Executive.
Any improvements, developments, adaptations and/or modifications to the Foreground Intellectual Property, and any and all new inventions or discoveries, based on or resulting from the use of Transnet’s Background Intellectual Property and/or Confidential Information shall be exclusively owned by Transnet.
Confidential Information shall be limited to the terms and pricing under this Agreement and Your order, Your Content residing in the Services, and all information clearly identified as confidential at the time of disclosure.
Confidential Information shall include, without limitation, information designated as such by the NYISO Code of Conduct contained in Attachment F to the ISO OATT.
Without limiting the foregoing, Confidential Information shall also include any information that the Client Agency or DAS classifies as “confidential” or “restricted.” Confidential Information shall not include information that may be lawfully obtained from publicly available sources or from federal, state, or local government records which are lawfully made available to the general public.
Confidential Information shall not include information to the extent such information (i) is already known to the receiving party free of any restriction at the time obtained, including information in the public domain; (ii) is subsequently learned from an independent third party free of restriction; (iii) becomes publicly known through no breach of this Article; or (iv) is independently developed by one party without reference to information which is confidential.
Confidential Information shall be deemed not to include information that (a) is or becomes (other than by disclosure by Contractor) publicly known or is contained in a publicly available document; (b) is rightfully in Contractor's possession without the obligation of nondisclosure prior to the time of its disclosure under this Agreement; or (c) is independently developed by employees or agents of Contractor who can be shown to have had no access to the Confidential Information.

More Definitions of Confidential Information shall

Confidential Information shall mean: in respect of Information provided in documentary form or by way of a model or in other tangible form, Information which at the time of provision is marked, or information which ought reasonably to be considered confidential, given the nature of the information, or the circumstances of disclosure; and In respect of Information that is imparted orally, any information that TRINITY or its representatives informed the COMPANY at the time of disclosure was imparted in confidence; and in respect of Information imparted orally, any note or record of the disclosure and any evaluation materials prepared by the COMPANY that incorporate any Information; and any copy of any of the foregoing. Effective Date shall mean the date of signature of this Agreement by the last Party to sign. Information shall mean information (whether of a technical, commercial or any other nature whatsoever) provided directly or indirectly by TRINITY to the COMPANY in oral or documentary form or by way of models, biological or chemical materials or other tangible form or by demonstrations, on or after the date of this Agreement.

Confidential Information shall have the meaning given to it in Section 6.1(a). Construction Guidelines shall mean, with respect to any tower proposed to be constructed by UniSite, other than pursuant to the Omnipoint Agreement, the AT&T Agreement or a BTS Agreement approved by ATC pursuant to the provisions of Section 6.6, that such tower meets the following requirements: (a) such tower will be not less than 150 feet in height; (b) there is no competing tower existing, under construction or, to UniSite's or ATC's knowledge (as set forth in ATC's database and made available to UniSite by ATC), proposed to be constructed within one (1) mile of such tower; (c) based on UniSite's informed knowledge of the market in which such tower is proposed to be built and the prospective Broadband wireless activity in such market, it is reasonably certain that there is a reasonable demand then existing for Broadband wireless service provider leases in such market and that any lease of antennae space on such tower will provide for (i) minimum monthly rental of not less than $1,300 and preferably $1,500, (ii) annual rent escalators of not less than 3% and preferably 4%, (iii) a minimum term of not less than five (5) and preferably ten (10) years, and (iv) other terms no less favorable to UniSite than those that UniSite currently enjoys in the region in which such tower is proposed to be built, and (d) such tower will have the capacity to accommodate not less than four Broadband wireless service providers.

Confidential Information shall mean: (i) the specifications, the Product, the CSI-Owned Software, the Kend▇▇-▇▇▇cific Software and any trade secrets related to any of the foregoing, including but not limited to any information relating to either party's product plans, designs, costs, prices and names, finances, marketing plans, business opportunities, personnel, research, development or know-how; (ii) any information designated in writing by the disclosing party as confidential or, if disclosed orally, designated as confidential at the time of disclosure and reduced to writing and designated as confidential in writing within thirty (30) days; and (iii) the terms, conditions and existence of this Agreement; provided, however that "Confidential Information" will not include information that: (a) is or becomes generally known or available by publication, commercial use or otherwise through no fault of the receiving party; (b) is known and has been reduced to tangible form by the receiving party at the time of disclosure and is not subject to restriction; (c) is independently developed by the receiving party without use of the disclosing party's Confidential Information; (d) is lawfully obtained from a third party who has the right to make such disclosure; or (e) is released for publication by the disclosing party in writing.

Confidential Information shall mean: (i) all detailed price information and vendor contracts; (ii) any confidential and/or proprietary information provided by one Party to the other Party that is clearly marked or otherwise designated “Confidential Information”; and (iii) information designated as Confidential Information by the NYISO Code of Conduct contained in Attachment F of the OATT; provided, however, that Confidential Information does not include information: (i) in the public domain or that has been previously publicly disclosed; (ii) required by an order of a Governmental Authority to be publicly submitted or divulged (after notice to the other Party); or (iii) necessary to be divulged in an action to enforce this Agreement.

Confidential Information shall mean any information that is defined as confidential by Article 22 of this Agreement.

Confidential Information shall mean: (i) business forecasts, projections or other information relating to 7-Eleven in Japan which have not been publicly disseminated; (ii) disclosure statements or notices provided by Southland which have not been publicly disseminated, relating to developments, operations or plans concerning 7-Eleven in Japan, Southland's relationship with Seven Eleven Japan, or the 7-Eleven business in Japan generally; and (iii) any other information disclosed to the Agents or the Lenders which is not otherwise publicly available, which Confidential Information shall be restricted pursuant to the confidentiality provisions of Section 11.08; PROVIDED, HOWEVER, that Confidential Information shall not include information already in the possession of a Lender on a non-confidential basis or information provided to a Lender on a non-confidential basis by a person who, in so providing, has not violated a duty of confidentiality owing to Southland.