Obligation; Term. Except to the extent otherwise expressly authorized by this Agreement, the Parties agree that, during the Term and thereafter, each Party (the “Receiving Party”) receiving any Confidential Information of the other Party (the “Disclosing Party”) hereunder will: # keep the Disclosing Party’s Confidential Information confidential; # not disclose, or permit the disclosure of, the Disclosing Party’s Confidential Information; and # not use, or permit to be used, the Disclosing Party’s Confidential Information for any purpose other than as expressly permitted under the terms of this Agreement.
Obligation; Term.Confidentiality. Except to the extent otherwise expressly authorized by this Agreement,Agreement or otherwise agreed in writing, the Parties agree that, duringfor the Termterm of this Agreement and for three (3) years thereafter, each Party (the “Receiving Party”), receiving any Confidential Information of the other Party (the “Disclosing Party”) hereunder will: #shall keep the Disclosing Party’ssuch Confidential Information confidential; #confidential and shall not disclose,publish or permit the disclosure of, the Disclosing Party’s Confidential Information; and # not use,otherwise disclose or permit to be used, the Disclosing Party’suse such Confidential Information for any purpose other than as expressly permittedprovided for in this Agreement. “Confidential Information means any technical, scientific, regulatory, commercial, business or other information provided by or on behalf of the Disclosing Party to the Receiving Party pursuant to this Agreement or otherwise relating to or disclosed during any transaction contemplated hereby (including information disclosed prior to the Effective Date under a confidentiality agreement in contemplation of this Agreement), including information relating to the terms of this Agreement.Agreement or the Product, and the scientific, regulatory or business affairs or other activities of either Party; provided that, Confidential Information shall not include any information that the Receiving Party can establish:
Except to the extent otherwise expressly authorizedauthorised by this Agreement, the Parties agree that, during the Term and thereafter,Agreement or otherwise agreed in writing, each Party (the “Receiving Party”) receiving anyin possession of Confidential Information (Receiving Party) of the other Party (the “Disclosing Party”(Disclosing Party) hereunder will: # keep the Disclosing Party’sshall maintain such Confidential Information confidential;as confidential and use it only for the purposes of this Agreement in accordance with this [Section 10]. The term of maintaining confidentiality of Confidential Information and the limitations on use shall be for a period equal to the longer of # not disclose, after the date of expiration or permit the disclosure of, the Disclosing Party’s Confidential Information;termination of this Agreement; and # for so long as the exceptions set out below in the next subsequent paragraph do not use, or permitapply to be used, the Disclosing Party’srelevant Confidential Information. Each Party shall guard such Confidential Information forusing the same degree of care as it normally uses to guard its own confidential, proprietary information of like importance, but in any purpose otherevent no less than as expressly permitted under the terms of this Agreement.reasonable care.
Obligation; Term. Except to the extent otherwise expressly authorized by this Agreement, the Parties agree that, during the Term and thereafter, eachConfidentiality Obligations. The Receiving Party (the “Receiving Party”) receiving any Confidential Informationshall treat as confidential all of the other Party (the “Disclosing Party”) hereunder will: # keep the Disclosing Party’s Confidential Information confidential; #and shall not disclose,use such Confidential Information except as expressly permitted under this Agreement or permitother agreements entered into between the Parties. Without limiting the foregoing, the Receiving Party shall use the same degree of care and means that it utilizes to protect its own information of a similar nature, but in any event not less than reasonable care and means, to prevent the unauthorized use or the disclosure of,of such Confidential Information to third parties. The Confidential Information may be disclosed only to employees, contractors, permitted assignees or sublicensees of the Disclosing Party’sReceiving Party with a reasonable “need to know’’ and who are instructed and agree not to disclose the Confidential Information;Information and # not use, or permit to be used,use the Disclosing Party’s Confidential Information for any purpose other thanpurpose, except as expressly permitted underset forth herein. Nothing in this Agreement shall prevent the termsReceiving Party from disclosing Confidential Information to the extent the Receiving Party is legally compelled to do so by any governmental investigative or judicial agency pursuant to proceedings over which such agency has jurisdiction, or in connection with the requirements of this Agreement.an initial public offering or securities filing; provided, however, that prior to any such disclosure, the Receiving Party shall # assert the confidential nature of the Confidential Information to the agency, # immediately notify the Disclosing Party in writing of the agency’s order or request to disclose, and # cooperate fully with the Disclosing Party in protecting against any such disclosure and/or obtaining a protective order narrowing the scope of the compelled disclosure and protecting its confidentiality.
A Party receiving Confidential Information (the “Receiving Party”) agrees to the extent otherwise expressly authorized by this Agreement, the Parties agree that,strictly keep secret any and all Confidential Information received during the Term and thereafter, each Party (the “Receiving Party”) receiving any Confidential Informationfrom or on behalf of the other Party (the “Disclosing Party”) hereunder will: # keepusing at least the Disclosing Party’ssame level of measures as it uses to protect its own Confidential Information, but in any case at least commercially reasonable and customary efforts. Confidential Information confidential; #shall include information disclosed in any form including but not disclose,limited to in writing, orally, graphically or permitin electronic or other form to the disclosure of,Receiving Party, observed by the Disclosing Party’s Confidential Information; and # not use,Receiving Party or permit to be used,its employees, agents, consultants, or representatives, or otherwise learned by the Disclosing Party’s Confidential Information for any purpose other than as expressly permittedReceiving Party under this Agreement, which the terms of this Agreement.Receiving Party knows or reasonably should know is confidential or proprietary.
Obligation; Term. ExceptThe Parties recognize that, in connection with the performance of this Agreement, each Party (in such capacity, the “Disclosing Party”) may disclose “Confidential Information” (as defined below) to the extent otherwise expressly authorized by this Agreement, the Parties agree that, during the Term and thereafter, eachother Party (the “Receiving Party”) receiving. For purposes of this Agreement, the term “Confidential Information” means # proprietary information (whether owned by the Disclosing Party or a third party to whom the Disclosing Party owes a non-disclosure obligation) regarding the Disclosing Party’s business or # information which is marked as confidential at the time of disclosure to the Receiving Party, or if in oral form, is identified as confidential at the time of oral disclosure and reduced in writing or other tangible (including electronic) form including a prominent confidentiality notice and delivered to the Receiving Party within 10 days of disclosure or # technical information including but not limited to source code, documents, and product plans. “Confidential Information” shall not include information which: # was known to the Receiving Party at the time of the disclosure by the Disclosing Party; # has become publicly known through no wrongful act of the Receiving Party; # has rightfully been received by the Receiving Party from a third party without breach of this provision; or # has been independently developed by the Receiving Party without using any Confidential Information of the other Party. The Receiving Party (the “Disclosing Party”) hereunder will: # keep the Disclosing Party’s Confidential Information confidential;agrees # not disclose, or permit the disclosure of, the Disclosing Party’s Confidential Information; and # not use, or permit to be used, the Disclosing Party’suse any such Confidential Information for any purpose other than as expressly permittedin the performance of its obligations under this Agreement or any Transaction Document and # not to disclose any such Confidential Information, except # to its employees who are reasonably required to have the termsConfidential Information in connection herewith or with any of this Agreement.the other Transaction Documents, # to its agents, representatives, lawyers and other advisers that have a need to know such Confidential Information and # pursuant to, and to the extent of, a request or order by a Governmental Authority. The Receiving Party agrees to take all reasonable measures to protect the secrecy and confidentiality of, and avoid disclosure or unauthorized use of, the Disclosing Party’s Confidential Information.
Obligation; Term. ExceptConfidentiality Obligations. The Receiving Party agrees to treat all Confidential Information as the confidential and exclusive property of the Disclosing Party, and agrees not to disclose any of the Confidential Information to any third-party without first obtaining the written consent of the Disclosing Party. The Receiving Party agrees to limit access to Confidential Information to those of its directors, officers, employees, agents or other third-party who have a need to know such information and who have been informed of and are obligated in writing to maintain the confidential nature of such Confidential Information as set forth herein and not use it other than as permitted in this Agreement. In particular, and subject to the extent otherwise expressly authorized byconditions of the preceding sentence, the Receiving Party may disclose intellectual property licensed to it herein to implement this Agreement,Agreement and the Parties agree that, duringrights and licenses granted hereunder. The provisions of this paragraph will survive for a period of after the Term and thereafter, eachtermination or expiration of this Agreement; provided, however, with respect to any trade secrets disclosed hereunder, the provisions of this paragraph will survive while the status of the trade secret remains. The Receiving Party (the “Receiving Party”) receiving anywill ensure that Confidential Information of the other Party (the “Disclosing Party”) hereunder will: # keep the Disclosing Party’s Confidential Information confidential; #will not disclose,be used by its directors, officers, employees or permit the disclosure of, the Disclosing Party’s Confidential Information; and # not use, or permit to be used, the Disclosing Party’s Confidential Informationagents for any other purpose other than as expressly permitted underset forth herein. The above provisions of confidentiality will not apply to that part of Confidential Information, which the terms of this Agreement.Receiving Party can demonstrate by documentary evidence:
Obligation; Term.Confidentiality. Except to the extent otherwise expressly authorized by this Agreement, the Parties agree that, during the Term and thereafter,as set forth in [Section 6.1(c)] below, each Party (the “Receivingparty (“Receiving Party”) receivingshall keep confidential and not disclose to any Person (other than its Affiliates and its and its Affiliates’ Representatives), and shall cause its Affiliates and its and its Affiliates’ Representatives to keep confidential and not disclose to any Person, any Confidential Information. Receiving Party shall, and shall cause its Affiliates and its and its Affiliates’ Representatives to, use the Confidential Information solely in connection with Receiving Party’s administration of, and exercising of rights and performance of obligations under, the Transaction Documents (and not for any other purpose). The foregoing obligations shall continue until the later of # the date of termination of this Agreement pursuant to [Section 9.14(a) and (y)])] the date of expiration of the other Party (the “Disclosing Party”) hereunder will: # keeplast to expire of the Disclosing Party’s Confidential Information confidential; # not disclose, or permit the disclosure of, the Disclosing Party’s Confidential Information; and # not use, or permit to be used, the Disclosing Party’s Confidential Information for any purpose other than as expressly permitted under the terms of this Agreement.Relevant Obligations.
AllDrafts is a cloud-based editor designed specifically for contracts. With automatic formatting, a massive clause library, smart redaction, and insanely easy templates, it’s a welcome change from Word.
And AllDrafts generates clean Word and PDF files from any draft.