Confidentiality and Public Records Clause Samples

The Confidentiality and Public Records clause establishes the obligations of parties to protect sensitive information while recognizing the requirements of public records laws. Typically, this clause requires parties to keep certain information confidential, except where disclosure is mandated by law, such as in response to a public records request from a government entity. It often outlines procedures for handling such requests and may specify what information is exempt from disclosure. The core function of this clause is to balance the need for confidentiality in business dealings with the legal transparency obligations of public agencies, thereby preventing unauthorized disclosure while ensuring compliance with applicable laws.
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Confidentiality and Public Records. 6. 1Confidentiality Insurer shall treat all information obtained through its performance under this Contract as confidential to the extent such information is protected under Florida and federal law. Insurer shall not use any information except as necessary for the proper discharge of its obligations under this Contract. Insurer shall not use or disclose any PHI, PII or other identified information obtained through its performance under this Contract, except as allowed under this Contract and Florida and federal laws, including HIPAA and Sections 624.91 and 409.821, Florida Statutes, and Chapter 119, Florida Statutes. Such information shall not be disclosed without the written consent of FHKC, the Applicant, or the Enrollee, except as otherwise required under Florida or federal law. This provision does not prohibit the disclosure of information in summary, statistical or other de-identified forms. The Parties agree to maintain the integrity of the other Party’s confidential, trade secret or proprietary information to the extent provided under the law and this Contract. Neither Party will disclose or allow others to disclose the other Party’s confidential, trade secret or proprietary information except as provided by law or this Contract.
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Confidentiality and Public Records. The Recipient and the GRANTOR understand that each party may come into possession of information and/or data which may be deemed confidential or proprietary and marked “Confidential” by the person or organization furnishing the information or data (“Confidential Information”). Such information or data may be subject to disclosure under the California Public Records Act, commencing with Government Code, Section 6250, or the Public Contract Code. The GRANTOR agrees not to disclose such information or data furnished by the Recipient and to maintain such information or data as confidential when so designated by the Recipient in writing at the time it is furnished to the GRANTOR, only to the extent that such information or data is exempt from disclosure under the California Public Records Act and the Public Contract Code.
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Confidentiality and Public Records. The Vendor acknowledges that in receiving, storing, processing or otherwise dealing with any confidential or sensitive personal information, it will safeguard and not further disclose the information except as otherwise provided in this agreement. Under public records laws, any information, data, instruments, documents, studies or reports given to, prepared by, or assembled by the Vendor under this agreement and not restricted as to its distribution by federal or state regulations shall be available for public inspection once made available to the County.
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Confidentiality and Public Records. Contractor and the CDFA understand that each party may come into possession of information and/or data which may be deemed confidential or proprietary by the person or organization furnishing the information or data. Such information or data may be subject to disclosure under the California Public Records Act, commencing with Government Code, Section 6250, or the Public Contract Code. The CDFA agrees not to disclose such information or data furnished by contractor and to maintain such information or data as confidential when so designated by contractor in writing at the time it is furnished to the CDFA, only o the extent that such information or data is exempt from disclosure under the California Public Records Act and the Public Contract Code.
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Confidentiality and Public Records. (a) Unless disclosure is required by applicable Law, the Authority shall keep confidential any Information obtained from Avports or its Representatives that: 1. constitutes (i) trade secrets, which for purposes of this §19.5, consists of Information that (A) derive independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from their disclosure or use, and (B) are the subject of efforts that are reasonable under the circumstances to maintain secrecy, or (ii) commercial or financial information, given in confidence, not required by statute or (ii) commercial or financial information, given in confidence, not required by statute; and 2. is designated as confidential by Avports in writing to the Authority. (b) If a Connecticut Freedom of Information Act or other request is submitted to the Authority seeking any confidential information, the Authority shall promptly notify Avports before providing any such confidential information to any third party. Avports will have the burden, cost and expense of establishing the availability of any exemption from disclosure before the Connecticut Freedom of Information Commission or in any other legal proceeding related to the disclosure of the confidential information, and shall have the right, at its cost and expense, to initiate, prosecute or defend any legal proceeding or to seek to secure any protective order or other relief to prevent disclosure of any confidential information; provided, however, that the Authority may make such disclosures of confidential information (i) as the Authority is required by law, regulation or legal process, in the opinion of the Authority’s counsel, to make or (ii) to which Avports has consented in writing. The Authority is responsible for any violations of the terms of this Section committed by any of its Representatives. It is understood and agreed that money damages may not be a sufficient remedy for any breach of the provisions hereof and that Avports may be entitled to seek, from any court of competent jurisdiction, specific performance and injunctive or other equitable relief without proof of actual damages or posting of bond as a remedy for any such breach or threatened breach in addition to all other remedies available at law or equity to Avports. (c) This §19.5 shall not apply to any Information that: 1. is already in the possession of the Authority; provi...
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Confidentiality and Public Records 
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Related to Confidentiality and Public Records

  • Confidentiality and Publication 4.1 Any information which is disclosed by ▇▇▇▇▇▇▇ to the Recipient or the Recipient Scientist in connection with the Research Project and/or the Original Material ("Confidential Information") shall remain confidential to, and the property of, ▇▇▇▇▇▇▇. The Recipient and the Recipient Scientist hereby agree that for so long as the Confidential Information remains confidential in nature, the Recipient and the Recipient Scientist shall keep the Confidential Information secret. Upon request, the Recipient shall inform ▇▇▇▇▇▇▇ and the ▇▇▇▇▇▇▇ Scientist on the status of its research. The Recipient Scientist will inform ▇▇▇▇▇▇▇ at least 30 days in advance of the submission of any potential publication of any form (abstract, manuscript, review, oral presentation, patent application etc.) related to the use of the Material and/or Modifications or the Research Project. If ▇▇▇▇▇▇▇ believes that co-authorship is required, ▇▇▇▇▇▇▇ and Recipient Scientist shall discuss in good faith co-authorship of all oral or written publications. If ▇▇▇▇▇▇▇ does not require co-authorship, the Recipient Scientist shall acknowledge ▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ Scientist as the source of the Material in all publications reporting use of the Material and/or Modifications. The Recipient Scientist shall reference the following publication(s) in all publications reporting the use of the Material: ▇▇▇▇▇▇ J; ▇▇▇▇▇▇▇ L, ▇▇▇▇▇▇▇▇ H, ▇▇▇▇▇▇▇▇▇▇▇▇ S, ▇▇▇▇▇▇▇▇ E, ▇▇▇▇▇▇▇▇ D, ▇▇▇▇▇▇▇ G (1991). "Transgenic mice expressing human tumour necrosis factor: a predictive genetic model of arthritis." EMBO J.; 10(13); 4025-31. If ▇▇▇▇▇▇▇ believes that the publication contains any Confidential Information it shall so notify the Recipient Scientist. Recipient shall proceed to implement the amendments requested by ▇▇▇▇▇▇▇ including the removal of any Confidential Information, with every effort made so that such amendments made will not compromise the timing nor the scientific value of the publication or presentation.

  • Confidentiality and Publicity 26.1 All proprietary or confidential information (“Proprietary Information”) disclosed by either Party during the negotiations and the term of this Agreement will be protected by both Parties in accordance with the terms provided herein. 26.2 As used in this Agreement, the term “Proprietary Information” will mean written, recorded, machine readable or other information provided in tangible form to one Party by the other Party regarding the above referenced subject matter and which is marked proprietary or confidential with the appropriate owner corporation name, e.g., “Frontier Proprietary”. Information disclosed orally will not be considered proprietary unless such information is reduced to writing by the disclosing Party and a copy is delivered to the other Party within thirty (30) business days after such oral disclosure. The writing will also state the place, date and person(s) to whom disclosure was made. 26.3 Each Party agrees that it will not disclose any Proprietary Information of the other Party in whole or in part, including derivations, to any third party for a period of three (3) years from the date of disclosure unless the Parties agree to modify this Agreement to provide for a different nondisclosure period for specific materials. Neither Party will be liable for inadvertent or accidental disclosure of Proprietary Information of the other Party provided that: 26.3.1 each Party uses at least the same degree of care in safeguarding such Proprietary Information as it uses for its own proprietary information of like importance, and such degree of care will be reasonably calculated to prevent such inadvertent disclosure; 26.3.2 it limits access to such Proprietary Information to its employees and agents who are directly involved in the consideration of the Proprietary Information and informs its employees and agents who have access to such Proprietary Information of its duty not to disclose; and 26.3.3 upon discovery of any such inadvertent disclosure of Proprietary Information, it will endeavor to prevent any further inadvertent disclosure. 26.4 Information will not be deemed proprietary and the receiving Party will have no obligation with respect to any such information which: 26.4.1 is or becomes publicly known through no wrongful act, fault or negligence of the receiving Party; or 26.4.2 was known by the receiving Party or by any other affiliate or subsidiary of the receiving Party prior to disclosure, or is at any time developed by the receiving Party independently of any such disclosure; or 26.4.3 was disclosed to the receiving Party by a third party who was free of obligations of confidentiality to the disclosing Party; or 26.4.4 is disclosed or used by the receiving Party, not less than three (3) years following its initial disclosure or such other nondisclosure period as may be agreed in writing by the Parties; or 26.4.5 is approved for release by written authorization of the disclosing Party; or 26.4.6 is disclosed pursuant to a requirement or request of a governmental agency or disclosure is required by operation of law; or 26.4.7 is furnished to a third party by the disclosing Party without a similar restriction on the third party’s rights. 26.5 Since either Party may choose not to use or announce any services, products or marketing techniques relating to these discussions or information gained or exchanged during the discussions, both Parties acknowledge that one is not responsible or liable for any business decisions made by the other in reliance upon any disclosures made during any meeting between the Parties or in reliance on any results of the discussions. The furnishing of Proprietary Information to one Party by the other Party will not obligate either Party to enter into any further agreement or negotiation with the other. 26.6 Nothing contained in this Agreement will be construed as granting to one Party a license, either express or implied, under any patent, copyright, or trademark, now or hereafter owned, obtained, controlled, or which is or may be licensable by the other Party. 26.7 All publicity regarding this Agreement and its Attachments is subject to the Parties’ prior written consent. 26.8 Unless otherwise agreed upon, neither Party will publish or use the other Party’s name, language, pictures, or symbols from which the other Party’s name may be reasonably inferred or implied in any advertising, promotion, or any other publicity matter relating directly or indirectly to this Agreement.

  • Confidentiality and Public Announcements 11.11.1 Each Party undertakes to keep the provisions of this Agreement and any confidential information obtained from the other Party (together, the “Confidential Information”), confidential and not to disclose such Confidential Information to third parties, save that the Parties will be entitled to disclose the Confidential Information in terms of law or to their employees and advisors on the basis that it will only be disclosed to those parties who need to have knowledge of the Confidential Information in order for the Parties to carry out their rights and obligations in terms of this Agreement and prior to such disclosure, such employees and advisors have undertaken not to disclose the Confidential Information without the written consent of the Party that disclosed the Confidential Information. 11.11.2 Neither of the Parties shall, subject to clause 11.11.3, issue any press release or any other public document or make any public statement in each case relating to, connected with or arising out of the transaction which is the subject matter of this Agreement without obtaining the prior approval of the other Party to the contents thereof and the manner of its presentation and publication, provided that such approval shall not be unreasonably withheld or delayed, provided further that after a period of 3 (THREE) Business Days has elapsed following the delivery of such a request, it shall be assumed that approval has been granted. 11.11.3 To the extent that a Party which is a company listed on any stock exchange is required, in order to satisfy its obligations to such stock exchange or otherwise, to give, make or publish any press release, announcement or document, such Party shall be entitled to do so provided it gives the other Party at least 3 (THREE) Business Days’ advance warning thereof together with drafts or a copy thereof. 11.11.4 The obligations in respect of confidentiality in this clause 11 shall not apply to statements required in terms of annual financial statements or announcements required by law.

  • Confidentiality and Surrender of Records Executive shall not, during the Term or at any time thereafter (irrespective of the circumstances under which Executive’s employment by the Company terminates), except to the extent required by law, directly or indirectly publish, make known or in any fashion disclose any confidential records to, or permit any inspection or copying of confidential records by, any person or entity other than in the course of such person’s or entity’s employment or retention by the Company, nor shall Executive retain, and will deliver promptly to the Company, any of the same following termination of Executive’s employment hereunder for any reason or upon request by the Company. For purposes hereof, “confidential records” means those portions of correspondence, memoranda, files, manuals, books, lists, financial, operating or marketing records, magnetic tape, or electronic or other media or equipment of any kind in Executive’s possession or under Executive’s control or accessible to Executive which contain any proprietary information. All confidential records shall be and remain the sole property of the Company during the Term and thereafter.

  • Confidentiality and Data Protection We are a data controller for the information you provide to us including individual, identification and financial details, policy history and special category data (such as medical or criminal history). Details of our legal basis for processing your information, along with details of any third party recipient whom it may be necessary to share your personal data with in order to fulfil the contract, retention period for data held, security of your data, your rights under the UK General Data Protection Regulations (UK GDPR) including the right to complain can be found in our full ‘Privacy Notice’ attached to these terms of business and/or on our website at ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇.▇▇.