Receiving Party agrees Sample Clauses
The "Receiving Party agrees" clause establishes the obligations and responsibilities of the party receiving confidential information or materials under an agreement. Typically, this clause outlines the specific actions the receiving party must take, such as maintaining confidentiality, restricting disclosure to third parties, and using the information only for permitted purposes. By clearly defining these duties, the clause ensures that sensitive information is protected and that both parties understand the expectations and limitations regarding its use, thereby reducing the risk of unauthorized disclosure or misuse.
Receiving Party agrees. (a) to keep confidential all Confidential Information disclosed to it by the Disclosing Party; (b) not to use or disclose the Confidential Information of the Disclosing Party except to the extent necessary to perform its obligations or exercise rights under the Agreement, except with the Disclosing Party’s prior written consent; (c) to protect the confidentiality thereof in the same manner as it protects the confidentiality of similar information and data of its own and to make Confidential Information available to authorised persons only an a “need to know” basis. Either party may disclose Confidential Information on a need to know basis to its contractors and service providers who have executed written agreements with them to maintain such information in strict confidence and use it only to facilitate the performance of their services in connection with the performance of this Agreement. Notwithstanding the foregoing, this Section will not prohibit the disclosure of Confidential Information to the extent that such disclosure is permitted by law or order of a court or other governmental authority or regulation.
Receiving Party agrees. (a) not to use Confidential Information except as necessary to exercise the rights herein, (b) not to disclose any Confidential Information to any third parties, including, without limitation, a competitor of Disclosing Party, and
Receiving Party agrees. (a) To use the highest degree of care to protect the Confidential Information from disclosure to third parties, and no less care than it uses to protect its own confidential and proprietary business and technical information of a similar nature (but in no event less than a reasonable degree of care);
(b) Except as otherwise permitted herein, to not distribute to, nor discuss with, any third parties (including through any public display), nor provide or convey any such Confidential Information by any means whatsoever;
(c) To not reverse engineer, disassemble or de-compile any prototypes, software or other tangible objects that embody the Confidential Information, unless written consent for such action(s) is first received from Disclosing Party;
(d) To limit the internal disclosure of the Confidential Information to those employees, contractors, agents, advisors, counsellors, affiliates and other similar representatives having a need to know such information in connection with the Relationship and that have agreed to abide by non-disclosure terms at least as protective of the Confidential Information as those set forth herein; and
(e) To use the Confidential Information solely to carry out discussions and negotiations concerning, and the undertaking of, the Relationship and for no other purpose whatsoever. The Receiving Party will not reproduce Confidential Information of the Disclosing Party except as required for the Relationship.