Definitions; Exclusions Sample Clauses

Definitions; Exclusions. As used in this Agreement, the term “Confidential Information” means any and all proprietary non-public information, knowledge, data, and all other content and materials belonging to either party hereto and disclosed or provided to the other party either directly or indirectly in any manner whatsoever (including, without limitation, in writing, orally, electronically, in all types of hard drives, disks, diskettes, computer memory or storage, or other media, or by drawings or inspection of physical items, and whether or not modified or merged into other materials), in connection with either party’s business or this Agreement, including, without limitation, any non-public information related to any of the following: (a) technical, business, financial and marketing information, including, without limitation, trade secrets, patents, patent applications, copyrights, know-how, processes, ideas, inventions (whether patentable or not), formulas, computer programs, software, firmware, databases, technical drawings, designs, algorithms, technology, circuits, layouts, interfaces, materials, schematics, names and expertise of employees and consultants, any other technical, business, financial, customer and product development plans, supplier information, forecasts, strategies and other confidential information;
Definitions; Exclusions. Each Party acknowledges that, in connection with this Agreement, it will gain access to certain non-public, confidential, or proprietary information of the other Party (“Confidential Information”). Confidential Information does not include information that at the time of disclosure is: (i) in the public domain; (ii) known to the Party receiving it; (iii) rightfully obtained by the receiving Party on a non-confidential basis from a Third Party; or (iv) independently developed by the receiving Party without access to the other Party’s Confidential Information.
Definitions; Exclusions. For the purposes of this Agreement, “Confidential Information” shall mean all nonpublic information relating to or in any way connected with the disclosing Party’s (“Discloser”) business, including without limitation, any information about Discloser’s business, technical, or financial affairs.
Definitions; Exclusions. In this Section (Confidential Information), “Discloser” means the party that discloses Confidential Information (defined below), and “Recipient” means the party that receives it. “Confidential Information” means any business, technical, financial, or other information, however conveyed or presented to the Recipient, that is clearly designated by the Discloser as being confidential or that ought reasonably to be considered confidential by the Recipient, including all information derived by the Recipient from any such information. Confidential Information does not include any information that:
Definitions; Exclusions. For purposes of the exclusive remedies and limitations of liability set forth in this Section 5, Cellebrite shall be deemed to include its Affiliates and its and their directors, officers, employees, agents, representatives, shareholders, subcontractors and suppliers; and “damages” shall be deemed to refer collectively to all injury, damage, loss or expense incurred. This Section 5 shall not apply to (a) personal injury or death resulting from Cellebrite’s negligence; (b) fraud committed by a Party; (c) any other matter for which liability cannot be excluded by Law; or (d) express remedies provided under the GSA Schedule 70 contract.
Definitions; Exclusions. In this Section (Confidential Information), “Discloser” means the party that discloses Confidential Information (defined below), and “Recipient” means the party that receives it. “Confidential Information” means any business, technical, financial, or other information, however conveyed or presented to the Recipient, that is clearly designated by the Discloser as being confidential or that ought reasonably to be considered confidential by the Recipient, including all information derived by the Recipient from any such information. Entrust’s Confidential Information shall include the API (including, without limitation, all improvement, derivatives, modifications and the like). Confidential Information does not include any information that: (i) was lawfully known by Recipient prior to disclosure; (ii) was lawfully in the public domain prior to its disclosure, or becomes publicly available other than through a breach of the License; (iii) was disclosed to Recipient by a third party without a duty of confidentiality to the Discloser; or (iv) is independently developed by Recipient without reference to Discloser’s Confidential Information.
Definitions; Exclusions. In this Section (Confidential Information), “Discloser” means the party that discloses Confidential Information (defined below), and “Recipient” means the party that receives it. “Confidential Information” means any business, technical, financial, or other information, however conveyed or presented to the Recipient, that is clearly designated by the Discloser as being confidential or that ought reasonably to be considered confidential by the Recipient, including all information derived by the Recipient from any such information. Confidential Information does not include any information that: (i) is Personal Data and Excluded Data, which are subject to Section 5 (Data and Privacy); (ii) is expressly excluded from the definition of Confidential Information in Special Terms and Conditions; (iii) was lawfully known by Recipient prior to disclosure; (iv) was lawfully in the public domain prior to its disclosure, or becomes publicly available other than through a breach of the Agreement; (v) was disclosed to Recipient by a third party without a duty of confidentiality to the Discloser; or (vi) is independently developed by Recipient without reference to Discloser’s Confidential Information.

Related to Definitions; Exclusions

  • Definitions Etc For purposes of this Section 5 and Section 7: The issuance of any warrants, options or other subscription or purchase rights with respect to shares of Common Stock and the issuance of any securities convertible into or exchangeable for shares of Common Stock (or the issuance of any warrants, options or any rights with respect to such convertible or exchangeable securities) shall be deemed an issuance at such time of such Common Stock if the Net Consideration Per Share which may be received by the Company for such Common Stock (as hereinafter determined) shall be less than the Purchase Price at the time of such issuance and, except as hereinafter provided, an adjustment in the Purchase Price and the number of shares of Common Stock issuable upon exercise of this Warrant shall be made upon each such issuance in the manner provided in Section 5. 1. Any obligation, agreement or undertaking to issue warrants, options, or other subscription or purchase rights at any time in the future shall be deemed to be an issuance at the time such obligation, agreement or undertaking is made or arises. No adjustment of the Purchase Price and the number of shares of Common Stock issuable upon exercise of this Warrant shall be made under Section 5.1 upon the issuance of any shares of Common Stock which are issued pursuant to the exercise of any warrants, options or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any convertible securities if any adjustment shall previously have been made upon the issuance of any such warrants, options or other rights or upon the issuance of any convertible securities (or upon the issuance of any warrants, options or any rights therefor) as above provided. Any adjustment of the Purchase Price and the number of shares of Common Stock issuable upon exercise of this Warrant with respect to this Section 5.2 which relates to warrants, options or other subscription or purchase rights with respect to shares of Common Stock shall be disregarded if, as, and to the extent that such warrants, options or other subscription or purchase rights expire or are canceled without being exercised, so that the Purchase Price effective immediately upon such cancellation or expiration shall be equal to the Purchase Price that otherwise would have been in effect at the time of the issuance of the expired or canceled warrants, options or other subscriptions or purchase rights, with such additional adjustments as would have been made to that Purchase Price had the expired or cancelled warrants, options or other subscriptions or purchase rights not been issued. For purposes of this Section 5.2, the "Net Consideration Per Share" which may be received by the Company shall be determined as follows:

  • Additional Exclusions The Insurer shall not be liable for: (i) expenses for “clean-up” away from or beyond the “premises” resulting from any spill, discharge, emission, dispersal, seepage, leakage, migration, release or escape of “pollutants” even if the “pollutants” emanated from the “premises”; (ii) expenses for “clean-up” of any spill discharge, emission, dispersal, seepage, leakage, migration or escape of “pollutants” that began before the effective date of this Policy; (iii) fines, penalties, punitive or exemplary damages; (iv) expenses incurred for the “clean-up” of “pollutants” at or from any “premises”, site or location which is or was at any time used by or for any Insured or others for the handling, storage, disposal, processing or treatment of waste.

  • Specific Exclusions Apart from the exclusions common to all covers, the following are also excluded. We do not intervene for: EMERGENCY SUITCASE DOMESTIC HELP DELIVERY OF HOUSEHOLD SHOPPING PSYCHOLOGICAL SUPPORT UPON YOUR RETURN HOME To allow us to intervene under the best conditions, remember to prepare the following information that will be requested when you call: When you call initially, you will be given an assistance file number. State it systematically during any subsequent contacts with our Assistance Service. - the policy came with the purchase of goods or a service sold by a supplier; - you can show that you are already covered for one of the risks covered by this new policy; - the policy you wish to cancel has not been fully established; - you have not declared any loss covered by this policy. In this situation, you can exercise your right to cancel this policy by letter or in any lasting medium sent to the insurer of the new policy, together with documentary proof that you already have cover for one of the risks covered by this new policy. The insurer must reimburse you the premium paid within thirty days of your cancellation. If you wish to cancel your policy but do not meet all the above conditions, please check the cancellation procedure stipulated in your policy.

  • GENERAL EXCLUSIONS We do not insure for loss caused directly or indirectly by any of the following. Such loss is excluded regardless of any other cause or event contributing concurrently or in any sequence to the loss. These exclusions apply whether or not the loss event results in widespread damage or affects a substantial area.

  • DEFINITIONS 1 SECTION 1.1 “Affiliate” 1 SECTION 1.2 “Agent” 1 SECTION 1.3 “American Depositary Share(s)” and “ADS(s)” 2 SECTION 1.4 “Article” 2 SECTION 1.5 “Articles of Association” 2 SECTION 1.6 “ADS Record Date” 2 SECTION 1.7 “Beneficial Owner” 2 SECTION 1.8 “Business Day” 2 SECTION 1.9 “Commission” 2 SECTION 1.10 “Company” 2 SECTION 1.11 “Corporate Trust Office” 2 SECTION 1.12 “Custodian” 2