Obligations of Recipient. The Recipient agrees: a. to use the Confidential Information solely for the Purpose, and not, directly or indirectly, for any other purpose(s); b. to employ adequate safeguards to keep the Confidential Information strictly confidential, which safeguards shall be no less onerous than the safeguards taken by the Recipient to prevent disclosure of its own confidential or proprietary information; c. to ensure that the Confidential Information is not disclosed in whole or in part, directly or indirectly, to any third party outside the organization of Recipient except with the prior written approval of SLATE; d. to limit dissemination of the Confidential Information to only those of Recipient’s affiliates, directors, officers, employees, accountants, auditors and legal counsel (“Representatives”) who have a demonstrable need to know the Confidential Information and to inform its Representatives of the confidential nature of the Confidential Information and procure that its Representatives comply with the obligations under this Agreement. The Recipient acknowledges that it will be responsible for any breach by its Representatives of the confidentiality provisions of this Agreement whether or not such Representatives have agreed to be bound by similar provisions; e. to immediately notify SLATE in the event Recipient becomes aware that Confidential Information has been lost or otherwise disclosed contrary to the terms of this Agreement; and f. to not disclose (i) the fact that the parties are having discussions with respect to the Transaction or the Purpose, or (ii) the existence or terms of this Agreement.
Appears in 4 contracts
Sources: Confidentiality and Non Disclosure Agreement, Confidentiality and Non Disclosure Agreement, Confidentiality and Non Disclosure Agreement