Limited Use and Access Sample Clauses

POPULAR SAMPLE Copied 2 times
Limited Use and Access. Each party shall keep in confidence and prevent the unauthorized duplication, use and disclosure of Confidential Information. Confidential Information may only be used for furthering the purposes of this Agreement and providing the Services hereunder. Each party shall, upon expiration or termination of this Agreement or otherwise upon demand, at the other party's option, either return to the other party or destroy and certify in writing to the other party the destruction of any and all documents (the term "document," as used in this Article, shall include, without limitation, any writing, instrument, agreement, letter, memorandum, chart, graph, blueprint, photograph, financial statement or data, telex, facsimile, cable, tape, disk or other electronic, digital, magnetic, laser or other recording or image in whatever form or medium), papers and materials and notes thereon in each party's possession, including copies or reproductions thereof, to the extent they contain Confidential Information of the party; provided, however, the foregoing shall not apply to Confidential Information to the extent it is a part of any license or other ongoing agreement between the parties following termination or expiration of this Agreement or that survives the termination or expiration of this Agreement. In addition, each party shall be entitled to retain one copy of the other party's Confidential Information in such party's legal files solely for purposes of resolving Disputes. Each party agrees that it will protect the confidentiality of Confidential Information through the exercise of the same procedures that it uses in preserving and safeguarding its own proprietary information, which procedures shall at a minimum constitute reasonable care. Each party will limit access to Confidential Information to only those of its employees, agents and contractors having a need-to-know in connection with this Agreement. When a party discloses Confidential Information to any of its employees, agents or contractors, such party will inform them of the restrictions on duplication, use and disclosure to third parties.
View SourceView Similar (4)
Limited Use and Access. This personal, medical data is only used to design, construct and deliver the VISIONAIRE Patient Matched Instrumentation. Only individuals actively involved in this endeavour have access to this data.  Limited and Secure Retention. Processed data is then saved to S&N secure storage (which is also access controlled).
View Source
Limited Use and Access. To the extent any of the Products and Services hereunder require rights to access and use, and the parties have executed the appropriate Addendum or SOW associated with such Products and Services, Client is hereby granted a nontransferable, non-assignable, nonexclusive right to access and use such Products and Services for a term as stated in the applicable Addendum, in object code format only, for its sole use and benefit and for the sole purpose as stated in the applicable Addendum. A right to access and use Products and Services does not grant or assign to Client any legal or equitable title or other right in Products and Services or any modifications of such Products and Services. Client will utilize Fidelity Confidential Information only for data owned by Client, or data to which servicing rights, as applicable, are owned by Client. Client shall not provide, for profit or otherwise, access to the Fidelity Confidential Information or any component thereof to any Competitor. Client will observe confidentiality regarding the Fidelity Confidential Information including, without limitation, agreeing not to disclose or otherwise permit any other person or entity access to, in any manner, the Fidelity Confidential Information, except that such disclosure or access shall, subject to the following provisions and the provisions of Section 5.1.2, be permitted to an employee of Client requiring such access in the course of employment, to a regulatory agency, or to Client’s Customer (provided Client’s Customer is not a Competitor of Fidelity) or as required by a court of competent jurisdiction. Client must ensure that all such employees and Client’s Customers comply with the confidentiality provisions of this Agreement contained herein. Client may not make any copies, or similar versions of the Fidelity Confidential Information without the prior written consent of Fidelity. Except as provided for in this Agreement, the Fidelity Confidential Information may not be subleased, sublicensed, franchised, sold, offered for sale, outsourced, used to operate as a service bureau, encumbered or otherwise disposed of by Client, either voluntarily or by operation of law, without the prior written consent of Fidelity.
View Source
Limited Use and Access. Each Party shall keep in confidence and use at least commercially reasonable efforts to prevent the unauthorized duplication, use and disclosure of Confidential Information. Each Party shall, upon expiration or termination of this Agreement or otherwise upon demand, at the Disclosing Party’s option, either return to the Disclosing Party or destroy and certify in writing to the Disclosing Party the destruction of any and all documents (the term “document,” as used in this Section, shall include any writing, instrument, agreement, letter, memorandum, chart, graph, blueprint, photograph, financial statement or data, telex, facsimile, cable, tape, disk or other electronic, digital, magnetic, laser or other recording or image in whatever form or medium), papers and materials and notes thereon, analysis and compilations thereof in the Receiving Party’s (including the Vendor Personnel’s) possession, including copies or reproductions thereof, to the extent they contain Confidential Information. Security-sensitive information, including system architecture, system design, operational systems, blueprints, drawings, site locations will be kept in confidence in perpetuity. Otherwise, information must be kept as confidential for five years from the date of disclosure unless a longer period is agreed to in writing.
View Source
Limited Use and Access. All Confidential Information: (a) shall not be copied, distributed or disseminated in any way or form to any third parties by the Receiving Party without the prior written consent of the Disclosing Party, except as required by a valid legal process or a court order or other lawful order; provided, however, that the Receiving Party shall first have given notice to the Disclosing Party and shall have provided reasonable assistance at the Disclosing Party’s expense to contest or limit the scope of such legal process; (b) shall be maintained in confidence and may be only disclosed to those employees and agents of the Receiving Party or of its affiliates who have a need to know; (c) shall not be used by the Receiving Party for any purpose, except as otherwise expressly stated in this Agreement, without the prior written consent of the Disclosing Party; and (d) shall remain the property of the Disclosing Party and be either destroyed or returned to the Disclosing Party (along with all paper, electronic, or other copies thereof) within 30 days of the completion of the Project, or within 30 days of receipt by the Receiving Party of a written request from the Disclosing Party setting forth the Confidential Information to be destroyed or returned. For any Confidential Information to be destroyed, the Receiving Party shall certify in writing to the Disclosing Party the destruction of any and all documents, papers and materials containing such Confidential Information, and notes thereon in the Receiving Party’s possession, including paper, electronic, or other copies thereof. Each Party shall protect the confidentiality of Confidential Information through the exercise of the same degree of care, but no less than a reasonable degree of care, to prevent the unauthorized duplication, use, or disclosure of the Confidential Information as each Party uses to protect its own confidential information of a like nature. If the Receiving Party discloses Confidential Information to any of its employees or agents, the Receiving Party shall inform such employees or agents of the restrictions under this Agreement on duplication, use, and disclosure to third parties and dissemination within its organization, and shall take other actions necessary to maintain the confidence of such Confidential Information (including executing agreements with employees that are materially similar to those set forth herein).
View Source

Related to Limited Use and Access

  • Cooperation and Access The Cooperative Member agrees that it will cooperate in compliance with any reasonable requests for information and/or records made by the Cooperative. The Cooperative reserves the right to audit the relevant records of any Cooperative Member. Any breach of this provision shall be considered material and shall make the Agreement subject to termination on ten (10) days written notice to the Cooperative Member.

  • Records and Access The Advisor, in the conduct of its responsibilities to the Company, shall maintain adequate and separate books and records for the Company’s operations in accordance with GAAP, which shall be supported by sufficient documentation to ascertain that such books and records are properly and accurately recorded. Such books and records shall be the property of the Company and shall be available for inspection by the Board and by counsel, auditors and other authorized agents of the Company, at any time or from time to time during normal business hours. The Advisor shall at all reasonable times have access to the books and records of the Company and the Operating Partnership.

  • Records Maintenance and Access Grantee must maintain all financial records relating to this Grant in accordance with generally accepted accounting principles. In addition, Grantee must maintain any other records, whether in paper, electronic or other form, pertinent to this Grant in such a manner as to clearly document Grantee’s performance. All financial records and other records, whether in paper, electronic or other form, that are pertinent to this Grant, are collectively referred to as “Records.” Grantee acknowledges and agrees Agency and the Oregon Secretary of State's Office and the federal government and their duly authorized representatives will have access to all Records to perform examinations and audits and make excerpts and transcripts. Grantee must retain and keep accessible all Records for a minimum of six (6) years, or such longer period as may be required by applicable law, following termination of this Grant, or until the conclusion of any audit, controversy or litigation arising out of or related to this Grant, whichever date is later.