Example ContractsClausesConfidentiality of Information
Confidentiality of Information
Confidentiality of Information contract clause examples

Confidentiality of Information. Employee agrees that any and all information which Employee has made, developed, originated or acquired either individually or jointly with any other person or persons at any time during the period of employment by [[SMTC:Organization]] prior to the Separation Date, which relates in any way to the business or type of business engaged in by [[SMTC:Organization]] or any of its Affiliates (“Confidential Information”) is to be kept confidential. Confidential Information includes, but is not limited to, all concepts, techniques, processes, systems, devices, charts, manuals, price lists, payroll, personnel, administrative methods and information and improvements thereto; the names and identities of all clients, owners, customers and suppliers; the names, addresses, telephone number, qualifications, education, accomplishments, experience and resumes of all persons who have applied or been recruited for employment, for either or both permanent and temporary jobs; and all other information or materials which may give a 90612269_12

Confidentiality of Information. As a further condition of this Agreement, Blanchard promises not to make any independent use of, or disclose to any other person or organization, or destroy any of the non-public, confidential, proprietary information or trade secrets of Panhandle except as expressly permitted in an email or other written communication from the Independent Lead Director of the Panhandle Board of Directors. This shall apply to any information which is of a special and unique value and includes, without limitation, both written and unwritten information relating to operations, business planning and strategies.

Confidentiality of Information. Business Associate understands and acknowledges that in the course of providing services, Business Associate may have or be given access to PHI and that unauthorized use or disclosure of PHI is strictly prohibited. To that end, Business Associate shall comply with all policies and applicable laws governing PHI and shall not use or disclose PHI other than as permitted or required by this Agreement or as required by law. Furthermore, Business Associate shall not permit access to any PHI by any unauthorized person or disclose any access code or authorization assigned to Business Associate that allows it to access PHI to any unauthorized person or use such access code or authorization in an unauthorized manner. Finally, Business Associate shall direct all questions regarding the use or disclosure of PHI to Covered Entity's Privacy Officer.

Information/Confidentiality. It is understood that Mr. Frankfurt and any Ajdler Replacement Appointee will receive certain non-public information (whether oral or written, or electronic media) concerning the Company in the role of a Board member. The Ajdler Group acknowledges that Mr. Frankfurt and any Ajdler Replacement Appointee will be required to hold such information in confidence and not make any disclosure of information concerning the Company unless # disclosure of such information is necessary to comply with federal or state securities laws upon the advice of counsel, # the release of such information is ordered pursuant to a subpoena or other final, non-appealable order from a court or governmental body of competent jurisdiction, or # such information has been made generally available to the public other than by disclosure in violation of this Agreement or any other agreement. The Ajdler Group further confirms that Mr. Frankfurt and any Ajdler Replacement Appointee Mr. Frankfurt shall, upon learning that disclosure of such information concerning the Company is # required to comply with federal and state securities law and # sought in or by a court or governmental body of competent jurisdiction or through other means, give prompt written notice to the Company and allow the Company to undertake appropriate action to prevent disclosure of, or to obtain a protective order for, such information. The Ajdler Group confirms that Mr. Frankfurt and any Ajdler Replacement Appointee will agree that if the Company is not successful in precluding the requested court or governmental body from requiring disclosure of such information, it will furnish only that portion of the information that is legally required in the opinion of its counsel, provided that such individual shall exercise reasonable efforts to obtain reliable assurances that confidential treatment will be accorded the information. The provisions of this Section are without limitation, and do not restrict, modify or waive, any confidentiality or nondisclosure obligations of Mr. Frankfurt or any Ajdler Replacement Appointee arising by reason of such person’s service as a member of the Board or any committee thereof.

Confidentiality of Business Information. Employee acknowledges and agrees that, during Employee’s employment with the Company, Employee had access to and became

Confidentiality of NMC’s Information. Casella acknowledges and agrees that he was given access to and has obtained knowledge and information about NMC and its subsidiary and affiliated companies which is private, confidential, proprietary, and/or constitutes trade secret information. As a material provision of this Agreement, Casella agrees to abide by all policies of NMC which limit the dissemination of such information and further to keep all such information completely confidential and not to disclose or publish that information to anyone, including but not limited to past, present, or prospective employees, customers,

Proprietary Information; Confidentiality. Purchaser acknowledges that the Property Documents are proprietary and confidential and were delivered to Purchaser solely to assist Purchaser in determining the feasibility of purchasing the Properties. Purchaser shall not use the Property Documents for any purpose other than as set forth in the preceding sentence except as otherwise permitted in this Agreement and/or the Access Agreement. Purchaser shall not disclose the contents of the Property Documents to any person other than # to those persons # who are responsible for financing and/or determining the feasibility of Purchaser’s acquisition of the Properties, including, without limitation, lenders, accountants, consultants, and attorneys, and # who have agreed to preserve the confidentiality of such information as required hereby or # to persons as required by law (collectively, “Permitted Outside Parties”). In the event Purchaser determines that it shall be required to disclose confidential information by law, Purchaser shall promptly contact Seller of such determination, and Seller, and not Purchaser or anyone acting on Purchaser’s behalf, shall make such disclosure as Seller deems appropriate and/or file the

Agent, each Lender and each Transferee shall hold all non-public information designated as confidential and obtained by Agent, such Lender or such Transferee pursuant to the requirements of this Agreement in accordance with Agent’s, such Lender’s and such Transferee’s customary procedures for handling confidential information of this nature; provided, however, that, Agent, each Lender and each Transferee may disclose such confidential information # to its examiners, affiliates, outside auditors, counsel and other professional advisors, # to Agent, any Lender or to any prospective Transferees and Purchasing Lenders (who agrees in writing or through electronic media to treat the information as confidential and use it solely in connection with a proposed transfer under Section 16.3), # that ceases to be non- public information through no fault of Agent or any Lender, and # as required or requested by any Governmental Body or representative thereof or pursuant to legal process; provided, further, that, # unless specifically prohibited by applicable law or court order, Agent, each Lender and each Transferee shall use reasonable efforts prior to disclosure thereof, to notify Administrative Loan Party (on behalf of Borrowers) of the applicable request for disclosure of such non-public information # by a Governmental Body or representative thereof (other than any such request in connection with an examination of the financial condition of Agent, a Lender or a Transferee by such Governmental Body) or # pursuant to legal process, and # in no event shall Agent, any Lender or any Transferee be obligated to return any materials furnished by any Loan Party other than those documents and instruments in possession of Agent or any Lender constituting possessory Collateral once all of the Obligations have been Paid in Full.

Confidentiality; Sharing Information. Agent, Green Loan Coordinator, Issuer, each Lender and each Transferee agrees to maintain the confidentiality of, and shall hold, all Information obtained by Agent, Green Loan Coordinator, Issuer, such Lender or such Transferee pursuant to the requirements of this Agreement in accordance with Agent's, Green Loan Coordinator’s, such Lender's and such Transferee's customary procedures for handling confidential information of this nature and exercise the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information; provided, however, Agent, Green Loan Coordinator, Issuer, each Lender and each Transferee may disclose such Information # to its examiners, Affiliates, outside auditors, counsel and other professional advisors (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential in accordance with customary procedures for handling confidential information of this nature), # to Agent, Green Loan Coordinator, Issuer, any Lender or to any prospective Transferees (it being understood that such prospective Transferees to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential in accordance with customary procedures for handling confidential information of this nature), # as required or requested by any Governmental Body or representative thereof or pursuant to legal process and # in connection with, and to the extent reasonably necessary for, the exercise of any secured creditor remedy under this Agreement or under any Other Document; provided, further that # unless specifically prohibited by Applicable Law, Agent, Green Loan Coordinator, Issuer, each Lender and each Transferee shall use its reasonable best efforts prior to disclosure thereof, to notify the applicable Borrower of the applicable request for disclosure of such Information # by a Governmental Body or representative thereof (other than any such request in connection with an examination of the financial condition of a Lender, Issuer or a Transferee by such Governmental Body) or # pursuant to legal process and # in no event shall Agent, Green Loan Coordinator, Issuer, any Lender or any Transferee be obligated to return any materials furnished by any Borrower other than those documents and instruments in possession of Agent or any Lender in order to perfect its Lien on the Collateral once the Obligations have been paid in full and this Agreement has been terminated. Each Borrower acknowledges that from time to time financial advisory, investment banking and other services may be offered or provided to such Borrower or one or more of its Affiliates (in connection with this Agreement or otherwise) by any Lender or by one or more Subsidiaries or Affiliates of such Lender and each Borrower hereby authorizes each Lender to share any Information delivered to such Lender by such Borrower and its Subsidiaries pursuant to this Agreement, or in connection with the decision of such Lender to enter into this Agreement, to any such Subsidiary or Affiliate of such Lender, it being understood that any such Subsidiary or Affiliate of any Lender receiving such Information shall be bound by the provisions of this Section 16.15 as if it were a Lender hereunder. Such authorization shall survive the repayment of the other Obligations and the termination of this Agreement. Notwithstanding any non-disclosure agreement or similar document executed by Agent or Green Loan Coordinator in favor of any Borrower or any of any Borrower's Affiliates, the provisions of this Agreement shall supersede such agreements. "Information" means all information received from any Credit Party or any Subsidiary thereof relating to any Credit Party or any Subsidiary thereof or any of their respective businesses, other than # any such information that is publicly available to Agent, Green Loan Coordinator, Issuer, any Lender or any Transferee prior to disclosure by any Credit Party or any Subsidiary thereof other than as a result of a breach of this Section, or # information not customarily considered confidential unless identified as confidential in writing by the Credit Parties.

Confidentiality; Sharing Information. Each of the Agent, the Lenders and the Issuer agree to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed # to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential); # to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners); # to the extent required by applicable laws or regulations or by any subpoena or similar legal process; # to any other party hereto; # in connection with the exercise of any remedies hereunder or under any Other Document or any action or proceeding relating to this Agreement or any Other Document or the enforcement of rights hereunder or thereunder; # subject to an agreement containing provisions substantially the same as those of this Section, to # any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights and obligations under this Agreement, or # any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrowers and their obligations, this Agreement or payments hereunder; # on a confidential basis to # any rating agency in connection with rating the Borrowers or their Subsidiaries or the credit facilities hereunder or # the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers with respect to the credit facilities hereunder; # with the consent of the Borrowers; or # to the extent such Information # becomes publicly available other than as a result of a breach of this Section, or # becomes available to the Agent, any Lender, the Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrowers. In addition, the Agent and the Lenders may disclose the existence of this Agreement and information about this Agreement to market data collectors, similar service providers to the lending industry and service providers to the Agent and the Lenders in connection with the administration of this Agreement, the Other Documents, and the Commitments.

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