Authorised Disclosures Clause Samples

Authorised Disclosures. 9.1 Should one Side be required by its laws, rules or regulations to publish or disclose information which is received under this working arrangement, they will inform and where possible consult the other Side prior to publishing or disclosure. 9.2 Should one of the Sides (holder) receive a request to disclose information received under this working arrangement under the laws, rules and regulations on transparency or disclosure of information applicable to that Side, the holder should consult the originating Side prior to taking the final decision on disclosure. 14 Decision of the Executive Director No R-ED-2023-60 on the implementing rules for marking and handling sensitive non- classified information.
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Authorised Disclosures. Further to Article 12.A, TOBIRA shall at all times be further entitled to disclose Confidential Information of TAKEDA to officers, employees, Sublicensees, advisors, consultants, potential business partners and investors, and distributors in each country of the Territory, and regulatory authorities in the Territory to the extent the same have a need-to-know for the purposes of fulfilling the aim of this Agreement; provided, however, that TOBIRA shall , to the extent permitted by laws, impose upon such disclosees obligations of confidentiality and non-use at least equivalent to those imposed on TOBIRA hereunder. Moreover, TOBIRA shall further be entitled to disclose Confidential Information of TAKEDA if required to be disclosed by law (including filings with the U.S. Securities Exchange Commission and other stock exchanges),or for the purpose of complying with governmental regulations, including without limitation, regulations pertaining to the Approvals of the Compound or the Product-4 provided, however, that TOBIRA shall inform TAKEDA of such requirements prior to the disclosure and shall cooperate with TAKEDA to seek appropriate protective order or other protection, if any, to the extent reasonably possible. In addition, TAKEDA and TOBIRA shall be entitled to disclose Confidential Information of the other Party if such Confidential Information of the other Party is required to be disclosed by court order or other legal requirements or for prosecuting or defending litigation; provided, however, that such Party who is going to disclose the other Party’s Confidential Information shall inform the other Party of such requirements prior to the disclosure and shall cooperate with the other Party to seek appropriate protective order or other protection, if any, to the extent reasonably possible.
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Authorised Disclosures. 4.1 Each Party shall not disclose Information of the other Party to any third party without the prior written consent of the other Party, except to such of its or its Affiliated Companies' responsible employees and/or consultant(s) to whom it is necessary to disclose the Information of the other Party for the Purpose. Before Information of the other Party is disclosed to such employees and/or consultant(s), each Party shall first impose confidentiality and non-use obligations on such employees and/or consultant(s) materially equivalent to those imposed on such Party under this Agreement, however, the imposition of such obligations shall not relieve such Party of its obligations hereunder. In the event that a Party is required by law, regulation, rule, act or order of any governmental authority or agency to disclose Information of the other Party, it shall be entitled to do so provided that it shall first notify the other Party forthwith of any such required disclosure and limit such disclosure as far as possible under applicable law. Such disclosure shall, however, not relieve either Party of its other obligations contained herein.
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Authorised Disclosures. 3.1 [A Recipient may disclose Confidential Information to those of its Authorised Persons[ who need to know it for the Purpose,] provided that the Recipient: 3.1.1 informs the Authorised Persons beforehand of the duties of confidence under this Agreement; 3.1.2 [uses reasonable endeavours to ensure that OR ensures that] the Authorised Persons undertake to comply with clause 2 of this Agreement as if they were a party. 3.1.3 [agrees that it will be liable for any breach, actions or omissions of its Authorised Persons;] 3.1.4 if required by a Discloser, procures that any Authorised Person enters into a confidentiality agreement directly with a Discloser [(and any of the Discloser’s Affiliates)] in similar terms to those set out in this Agreement; 3.1.5 keeps a written account of each disclosure; 3.1.6 advises a Discloser immediately upon becoming aware of any potential or actual breach by an Authorised Person; and 3.1.7 upon any request by a Discloser, provides satisfactory evidence of compliance with this clause 3.1.] 3.2 A Recipient may disclose any Confidential Information which: 3.2.1 it is required to disclose by law, any court, any governmental, regulatory or supervisory authority (including any securities exchange) or any other authority of competent jurisdiction; or 3.2.2 a Discloser expressly agrees in writing may be disclosed, provided that such permission is provided in advance of any disclosure by a Recipient. 3.3 In the event that a Recipient becomes legally compelled to disclose any of the Confidential Information pursuant to clause 3.2.1 then to the extent permitted by law: 3.3.1 a Recipient shall give the Discloser prompt written notice of the fact so that the Discloser may take such steps to prevent such disclosure as it deems appropriate; and 3.3.2 the Recipient shall co-operate with the Discloser in such manner as the Discloser may reasonably require for this purpose[, provided that the Discloser reimburses the Recipient for its reasonable costs and expenses incurred in such co-operation].
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Authorised Disclosures. If any Party becomes aware that it will be required, or is likely to be required, to disclose Confidential Information to comply with applicable laws or regulations or with a court or administrative order, it will, to the extent it is lawfully able to do so under the laws and legislation applicable to said Party, prior to any such disclosure: • Notify the Disclosing Party, and • Comply with the Disclosing Party’s reasonable instructions to protect the confidentiality of the information. The InnoBuyer Coordinator’s disclosure of Confidential Information to the EC and/or the other InnoBuyer consortium partners shall be governed exclusively by the terms of the Grant Agreement and/or the Consortium Agreement. Accordingly, nothing in this Contract shall prevent the InnoBuyer Coordinator from complying with its obligations, including its reporting obligations, towards the EC and the other InnoBuyer consortium partners, and any such disclosures shall be subject to the terms of the Grant Agreement or Consortium Agreement. Likewise, the Challenger and/or Solver agree and acknowledges that the EC shall be entitled to disclose Confidential Information to its staff, other EU institutions and bodies or third parties, if: • This is necessary to implement the Grant Agreement or safeguard the EU’s financial interests. • The recipients of the information are bound by an obligation of confidentiality.
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Authorised Disclosures. If any Party becomes aware that it will be required, or is likely to be required, to disclose Confidential Information to comply with applicable laws or regulations or with a court or administrative order, it will, to the extent it is lawfully able to do so under the laws and legislation applicable to said Party, prior to any such disclosure: • Notify the Disclosing Party, and; • Comply with the Disclosing Party’s reasonable instructions to protect the confidentiality of the information. The 6G-PATH Coordinator’s disclosure of Confidential Information to the EC and/or the other 6G-PATH consortium partners shall be governed exclusively by the terms of the GA and/or the CA. Accordingly, nothing in this Contract shall prevent the 6G-PATH Coordinator from complying with its obligations, including its reporting obligations, towards the EC and the other 6G-PATH consortium partners, and any such disclosures shall be subject to the terms of the GA or CA. Likewise, the Beneficiaries agree and acknowledge that the EC shall be entitled to disclose Confidential Information to its staff, other EU institutions and bodies or third parties, if: ● This is necessary to implement the GA or safeguard the EU’s financial interests. ● The recipients of the information are bound by an obligation of confidentiality.
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Authorised Disclosures. 4.1 The Customer agrees that China Unicom may be required to disclose certain Personal Data: (a) to Government agencies or law enforcement authorities in accordance with Applicable Law; (b) to third party providers or licensors who are required to disclose certain Personal Data to Government agencies or law enforcement authorities in accordance with Applicable Law; and (c) to third party administrators or registrars who require such Personal Data for the proper operation of the Services (for example, for the provision of databases such as the WHOIS internet and domain registry database), in each case where relevant to the Services provided by China Unicom to the Customer. 4.2 This Data Processing Agreement shall be without prejudice to any obligations of the Customer under any Services Agreement or Applicable Law to provide information to China Unicom concerning its use of the Services.
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Authorised Disclosures 
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Related to Authorised Disclosures

  • Authorized Disclosure The Receiving Party may disclose Confidential Information belonging to the Disclosing Party only to the extent such disclosure is reasonably necessary in the following instances: (a) filing or prosecuting Patents as permitted by this Agreement; (b) prosecuting or defending litigation, including responding to a subpoena in a Third-Party litigation; (c) complying with Applicable Laws or regulations (including regulations promulgated by securities exchanges) or court or administrative orders; (d) to its Sublicensees or prospective Sublicensees, Distributors, Third-Party Partners, subcontractors or prospective subcontractors, payors, consultants, agents, and advisors on a “need-to-know” basis in order for the Receiving Party to exercise its rights or fulfill its obligations under this Agreement, each of whom prior to disclosure must be bound by obligations of confidentiality and restrictions on use of such Confidential Information that are no less restrictive than those set forth in this Article 10; provided, however, that, in each of the above situations, the Receiving Party will remain responsible for any failure by any Third Party who receives Confidential Information pursuant to this Section 10.2 to treat such Confidential Information as required under this Article 10; or (e) to bona fide potential and actual investors, acquirors, merger partners, licensees, and other financial or commercial partners solely for the purpose of evaluating or carrying out an actual or potential investment, acquisition, or collaboration, in each case under written obligations of confidentiality and non-use at least as stringent as those herein. (f) Notwithstanding the foregoing, in the event a Party is required to make a disclosure of the other Party’s Confidential Information pursuant to Sections 10.2(b), (c), or (d), it will, except where impracticable, give at least thirty (30) days’ advance notice to the other Party of such disclosure, reasonably consider the comments of the other Party with respect to limiting such disclosure, and use efforts to secure confidential treatment of such Confidential Information at least as diligent as such Party would use to protect its own confidential information, but in no event less than reasonable efforts. In any event, the Parties agree to take all reasonable action to avoid disclosure of Confidential Information hereunder. Any information disclosed pursuant to Sections 10.2(b), (c), or (d) will remain the Confidential Information of the Disclosing Party and subject to the restrictions set forth in this Agreement, including the foregoing provisions of this Article 10.

  • Required Disclosures If Dell is required by a government body or court of law to disclose any Customer Content, Dell will provide You with notice and a copy of the demand as soon as practicable, unless prohibited by applicable law. Dell will take reasonable steps at Your expense to contest any required disclosure if requested by You.

  • Limited Disclosure Enanta and ▇▇▇▇▇▇ each agrees (a) that disclosure of its Confidential Information or any transfer of its Proprietary Materials may be made by the other Party to any employee, consultant, director or Affiliate of such other Party to enable such other Party to exercise its rights or to carry out its responsibilities under this Agreement; provided that any such disclosure or transfer shall only be made to Persons who are bound by written obligations as described in Section 7.1.3, and (b) disclosure of its Confidential Information may be made by the other Party (1) on a need-to-know basis to such other Party’s legal and financial advisors, or (ii) as reasonably necessary in connection with an actual or potential (A) permitted sublicense of such other Party’s rights hereunder, (B) debt or equity financing of such other Party or (C) Change of Control involving such other Party, provided, in any case, the Person receiving such Confidential Information of the other Party agrees in writing to maintain the confidentiality of such Confidential Information of the other Party with terms at least as restrictive as those contained in Section 7.1.1. In addition, each Party agrees that the other Party may disclose such Party’s Confidential Information (a) as reasonably necessary to file, prosecute or maintain Patent Rights, or to file, prosecute or defend litigation related to Patent Rights, in accordance with this Agreement or (b) as required by Applicable Laws; provided that, in the case of any disclosure under this clause (b), the Disclosing Party shall (i) provide the other Party with written notice not less than five (5) business days prior to such disclosure and provide the other Party with an opportunity to comment on any such required disclosure, (ii) if requested by such other Party, seek, or cooperate in all reasonable respects with such other Party’s efforts to obtain, confidential treatment or a protective order with respect to any such disclosure to the extent available at such other Party’s expense, and (iii) use good faith efforts to incorporate the comments of such other Party in any such disclosure or request for confidential treatment or protective order.