PROPRIETARY DOCUMENTATION Clause Samples

The PROPRIETARY DOCUMENTATION clause establishes that certain documents or materials provided under an agreement are considered proprietary and confidential to the party supplying them. Typically, this means that the recipient is restricted from copying, disclosing, or using the documentation for purposes outside the scope of the agreement, such as sharing technical manuals, software guides, or internal process documents with third parties. The core function of this clause is to protect sensitive information and intellectual property, ensuring that valuable documentation is not misused or disseminated without authorization.
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PROPRIETARY DOCUMENTATION. All documentation, including but not limited to marketing materials, sketches, floor plans, and photographs, that may have been provided to Buyer concerning this Contract are proprietary to Builder and shall not be reproduced or disseminated in any way, shape, or form by Buyer. ▇▇▇▇▇ acknowledges and agrees that ▇▇▇▇▇ shall have no right to copies of any architectural plans or other materials, whether copyrighted or not, of Builder. ▇▇▇▇▇ agrees that Builder may utilize pictures, videos or other documentation of the Property and Improvements. Buyer shall have no right to control the use of such documentation, nor shall Buyer be entitled to any compensation for the use of such documentation.
PROPRIETARY DOCUMENTATION. The Company and the Trustee grant to the State an irrevocable non-exclusive licence to use, and sub-license others to use, the Proprietary Documentation (as defined in the Concession Deed) as it sees fit for the purposes and during the period for which it has been licensed to use certain documentation under clause 7.5 of the ESEP Deed. For the purposes of this paragraph (a), in considering what constitutes Proprietary Documentation, the definition of Intellectual Property Rights shall be deemed to include an express reference to "design and know-how".
PROPRIETARY DOCUMENTATION. Proprietary Information disclosed by WANRack to the City or its constituent departments shall be regarded as Proprietary as to third parties. If the City receives a request to disclose such information, the City shall notify WANRack of such request and allow WANRack a reasonable opportunity to defend its information from disclosure.
PROPRIETARY DOCUMENTATION. (a) The Company and the Trustee grant to the State an irrevocable non-exclusive licence to use, and sub- license others to use, the Proprietary Documentation as it sees fit: (i) for the purposes of executing the Works, achieving Completion of any Section, and operating, maintaining and repairing the Link (or a part of it); (ii) during such period as the State is entitled to construct, operate, repair or maintain the Link (or a part of it) or execute the Works (or a part of them), under the Project Documents; and on and from the date on which the Concession Period ends. For the purpose of this paragraph (a): (iii) a State Area within the meaning of clause 13.8(b), and an AP Area within the meaning of clause 12.8(e), shall be deemed part of the Link and works undertaken or proposed to reinstate or repair any damage to or destruction of such an area shall be deemed part of the Works; and (iv) in considering what constitutes Proprietary Documentation, the definition of Intellectual Property Rights shall be deemed to include an express reference to "design and know how". (b) Promptly after it is requested by the State to do so but subject to the rights of, and obligations owed to, third parties (including licensors) or owners of Intellectual Property Rights and to the extent permitted by such third parties or owners and subject to paragraph (c), the Company and the Trustee shall grant, or procure the grant, to the State or any nominee of the State specified in the request, an irrevocable non-exclusive licence to use, and sub-license others to use, the Proprietary Documentation as it sees fit for a specified use in Victoria (whether or not that use involves the State or any Victorian Government Agency). (c) The non-exclusive licence granted under paragraph (b) does not include a licence of Intellectual Property Rights listed in Exhibit Q. (d) Any request under paragraph (b) may be made from time to time. (e) Any licence granted pursuant to a request under paragraph (b) must be; (i) consistent with the provisions of this clause; and (ii) on terms and conditions which are commercially reasonable and which would be considered to be commercially reasonable, were there to be a number of non-collusive competitive, suppliers of the Proprietary Documentation. (f) Any dispute which arises between the State, the Company or the Trustee in relation to the terms and conditions of a licence granted or to be granted in accordance with this clause may be referred for expert det...

Related to PROPRIETARY DOCUMENTATION

  • Proprietary Information Agreements Each employee and officer of the Company has executed a Proprietary Information and Inventions Agreement, and each consultant to the Company has executed a Consulting Agreement in substantially the forms made available to the Investors. The Company is not aware that any of its employees, officers or consultants are in violation thereof, and the Company will use its commercially reasonable efforts to prevent any such violation.

  • Proprietary Information Agreement Employee has executed a Proprietary Information Agreement as a condition of employment with the Company. The Proprietary Information Agreement shall not be limited by this Employment Agreement in any manner, and the Employee shall act in accordance with the provisions of the Proprietary Information Agreement at all times during the Term of this Employment Agreement.

  • Proprietary Information and Inventions Agreements The Company shall require all employees and consultants with access to confidential information to execute and deliver a Proprietary Information and Inventions Agreement in substantially the form approved by the Company’s Board of Directors.

  • Proprietary Information and Inventions Agreement The Company shall require all employees and consultants to execute and deliver a Proprietary Information and Inventions Agreement substantially in a form approved by the Company’s counsel or Board of Directors.

  • CONFIDENTIALITY; PROPRIETARY RIGHTS 3.1 Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Provider includes non-public information regarding features, functionality and performance of the Network. The Receiving Party agrees: (i) to take reasonable precautions to protect the Proprietary Information of the Disclosing Party; and (ii) not to use (except in performance of the Network or as otherwise permitted herein) or divulge to any third person the Proprietary Information of the Disclosing Party. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document: (a) is or becomes generally available to the public; (b) was in its possession or known by it prior to receipt from the Disclosing Party; (c) was rightfully disclosed to it without restriction by a third party; (d) was independently developed without use of any Proprietary Information of the Disclosing Party; or (e) is required to be disclosed by law. 3.2 Provider shall own and retain all right, title and interest in and to (a) the Network and Software, all improvements, enhancements or modifications thereto, (b) any software, applications, inventions or other technology developed in connection with the Network or support, and (c) all intellectual property rights related to any of the foregoing. 3.3 Subscriber hereby grants Provider a royalty-free, worldwide, transferable, sublicenseable, irrevocable, perpetual license to use or incorporate into the Network and/or Software any suggestions, enhancement requests, recommendations, correction or other feedback provided by Subscriber, including Users, relating to the functionality and/or operation of the Network and/or Software. 3.4 Notwithstanding anything to the contrary, Provider shall have the right to collect and analyze data and other information relating to the provision, use and performance of various aspects of the Network and related systems and technologies, and Provider shall also have the right (during and after the Term hereof) to (a) use such information and data to improve and enhance the Network and for other development, diagnostic and corrective purposes in connection with the Network and other Provider offerings, and (b) disclose such data, so long as it doesn’t otherwise disclose the Proprietary Information of Subscriber. 3.5 No rights or licenses are granted except as expressly set forth herein.