Nondisclosure and Publicity. Except as may be required by legal action, law or regulation, each party agrees that it will not publicize or otherwise disclose the contents of this Agreement without the consent of the other party.
Nondisclosure and Publicity. Contractor shall not, without Company's prior written consent, disclose to others (i) the terms and conditions under which Company has purchased or plans to purchase Services or materials from Contractor, or (ii) the structure or composition of articles or materials, information, or methods which are provided by Company, except when such disclosure is necessary to provide the Services required under this Master Contract or as required by law. Contractor shall not, without the prior written consent of Company, use Company's name in connection with any publicity, release, advertisement, or other publication. Notwithstanding the foregoing, Contractor shall have no obligation of confidentiality under this Master Contract with respect to information that (i) is already in the possession of Contractor at the time of disclosure without previous binder of secrecy to Company, (ii) is acquired independently from a third party that has the right to disseminate said information at the time acquired by Contractor, (iii) is already in possession of the public or becomes available to the public other than through the act or omission of Contractor, or (iv) is required to be disclosed under applicable law or by a governmental order, decree, regulation or rule (provided that
Nondisclosure and Publicity. Unless you first obtain Xxxxxx.xx's prior written consent, you will not issue any press releases or otherwise make any public statements or communications disclosing or concerning: (a) this Agreement, its terms, or the relationship of the parties; (b) any information relating to Xxxxxx.xx or its affiliates' technology, customers, business plans, marketing activities, finances and/or other business affairs; (c) any matters or information relating to Xxxxxx.xx Site users, traffic or transactions on the Xxxxxx.xx Site and/or other sellers on the Xxxxxx.xx Site; and/or (d) any nonpublic information disclosed by Xxxxxx.xx, its affiliates or their respective agents, to Seller, its affiliates or their respective agents, whether or not designated as confidential, contained in tangible materials or disclosed orally or by your observation. You: (i) may use such information solely in pursuance of the parties' business relationship; (ii) will restrict the possession, knowledge and use of such information to your employees, contractors, agents, and legal and financial advisors who (x) have a need to know such information in connection with the parties' business relationship, (y) are obligated to limit their use of and protect such information in accordance with the terms of this Agreement, and (z) have been advised of such obligations; (iv) except as expressly provided in this Agreement, will not disclose such information without Xxxxxx.xx's prior written consent; and. (iv) will take all reasonable measures to avoid disclosure, dissemination, misappropriation or unauthorized use of the such information, including, at a minimum, those measures it takes to protect its own confidential information of a similar nature, but in no event less than reasonable care. In addition, you agree to comply and continue to comply with all of the terms, conditions and requirements set forth in any confidentiality, nondisclosure or similar agreement entered into previously, contemporaneously or in the future by the parties and/or their respective Affiliates.
Nondisclosure and Publicity. (a) Without the prior written consent of the other party or except as otherwise provided herein, neither Seller nor Buyer shall, and each of Seller and Buyer shall cause its respective Affiliates, representatives, agents, officers, directors and employees not to, distribute, disclose or provide access to any of the other party's Confidential Information to any third party; provided, however, that Confidential Information shall not include information that (i) is or becomes known to the public without any violation of any written agreement between the parties, (ii) becomes legally available on a non-confidential basis from any third party, the disclosure of which does not violate any contractual or legal obligation of such third party with respect to such information, or (iii) can be shown to have been independently developed by any person and which development does not violate any contractual or legal obligation of such person with respect to such information. In the event that (x) any party or any such Affiliate, representative, agent, officer, director or employee becomes legally compelled to disclose any Confidential Information, such party shall provide the other party with prompt written notice of such requirement so that the other party may seek a protective order or other remedy or waive compliance with this section, or (y) such protective order or other remedy is not obtained, or such waiver is given, if such party determines, upon the advice of counsel, that it is required to disclose such Confidential Information, such party may furnish only that portion of such Confidential Information which is legally required to be provided and exercise its reasonable commercial efforts to obtain assurances that confidential treatment will be accorded such Confidential Information.
Nondisclosure and Publicity. “Confidential Information” means all information disclosed (whether in oral, written, or other tangible or intangible form) by Exablox to Customer concerning or related to this Agreement or Exablox (whether before, on or after the Effective Date) which Customer knows or should know, given the facts and circumstances surrounding the disclosure of the information by Exablox, is confidential information of Exablox. Confidential Information includes, but is not limited to, the components of business plans, know-‐how, customer information, strategies, benchmark and other testing results, and other similar information. Customer will maintain, during the term of this Agreement and thereafter, in confidence, the Confidential Information and will not use such Confidential Information except as expressly permitted in this Agreement. Customer will use the same degree of care in protecting the Confidential Information as Customer uses to protect its own confidential information from unauthorized use or disclosure, but in no event less than reasonable care. Confidential Information will be used by Customer solely for the purpose of carrying out Customer’s obligations under this Agreement. Notwithstanding any terms to the contrary in this Agreement, any suggestions, comments or other feedback, including the results of any benchmark or other testing, provided by Customer to Exablox with respect to the Services and/or Exablox (collectively, “Feedback”) will constitute Confidential Information. Further, Exablox will be free to use, disclose, reproduce, license and otherwise distribute, and exploit the Feedback provided to it as it sees fit, entirely without obligation or restriction of any kind on account of Intellectual Property Rights or otherwise. Customer consents to Exablox’s use of Customer’s name and logo on Exablox’s website and publicly-‐ available materials, identifying Customer as a customer of Exablox and describing Customer’s use of Exablox’s products and services.
