RESTRICTION OF DISCLOSURE Clause Samples

RESTRICTION OF DISCLOSURE. 4.1 CLIENT acknowledges that the Confidential Information is proprietary and / or confidential to BULLION or to a third party, which BULLION has access to and is entitled to use but which BULLION is obliged to keep confidential. 4.2 CLIENT shall not at any time disclose, use or exploit the Confidential Information for any reason or purpose whatsoever without the prior written consent of BULLION, which includes opening a competitive business to BULLION. 4.3 The obligation of CLIENT to not disclose Confidential Information shall apply also to any Confidential Information that was known to or came into the possession of CLIENT prior to disclosure thereof by BULLION or which was not acquired directly or indirectly from BULLION. 4.4 CLIENT agrees that the unauthorised disclosure of Confidential Information to a third party may cause irreparable loss, loss of profit, harm and damage to BULLION for which a damages claim would be an inadequate remedy and therefore, in the event of such breach, in addition to its rights and remedies otherwise available in law, BULLION shall be entitled to equitable relief, including an interdict. 4.5 CLIENT shall not make copies of, or extracts from, the Confidential Information, save for the purposes for which such Confidential Information is divulged to CLIENT; 4.6 CLIENT shall not retain in its own possession any written notes, memoranda or records containing any Confidential Information longer than such is reasonably required by CLIENT for the purposes of relevant work undertaken at the instance of BULLION, save with the express approval of BULLION; 4.7 CLIENT shall, promptly upon the reasonable request therefore by BULLION deliver back to BULLION any document, tape, disc or the like containing Confidential Information and shall, in any event, not retain any such documents, tapes, discs and the like if and when the purpose for CLIENT having access to the Confidential Information has terminated or the dealings between the parties have terminated.
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RESTRICTION OF DISCLOSURE. The Receiver declares, that they: a. Shall not disclose confidential information to any third party, verbally or in a written form or any other way, unless: i. That party demonstrates by means of a document, within 7 calendar days from receiving the confidential information, that they were in possession of such information before they were disclosed by the Discloser and that such information was not covered by the confidentiality clause, ii. Confidential information is or became a part of public knowledge without any fault of the Receiver, its representatives or employees, iii. Confidential information is available from a third party and are not covered by a confidentiality clause; b. Confidential information will be used only for the purposes resulting from the business relationship of the Parties and must be handled by the Receiver in the same manner like its own confidential information. The party receiving confidential information may only disclose it to employees who, due to their duties, must obtain such information. c. If the Receiver, due to the nature of business relationship with third parties not being parties to this agreement, must disclose confidential information to such parties, the Receiver is obligated to enter into a confidentiality agreement with such parties under identical or similar provisions to those presented in this agreement. It is strictly forbidden to disclose any information regarding the Disclosing Party to any third party. d. In case of a suspicion that any confidential information was obtained by an unauthorised party, the Receiver shall immediately inform the Discloser about such fact and take all actions to prevent further use or disclosure of such information.
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RESTRICTION OF DISCLOSURE. Consultant agrees he will not disclose to any third party, without prior written consent of GPI, any invention or discovery made under or relating to this Agreement (when such is directly or substantially related to the field of production art and design) or any proprietary or confidential information acquired from GPI under this Agreement, including trade secrets, business plans and confidential or other information which may be proprietary to GPI, all of which shall be subject to non-disclosure provisions of Section 7.
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Related to RESTRICTION OF DISCLOSURE

  • Notification of disclosure Each of the Finance Parties agrees (to the extent permitted by law and regulation) to inform the Borrower: (a) of the circumstances of any disclosure of Confidential Information made pursuant to paragraph (b)(v) of Clause 37.2 (Disclosure of Confidential Information) except where such disclosure is made to any of the persons referred to in that paragraph during the ordinary course of its supervisory or regulatory function; and (b) upon becoming aware that Confidential Information has been disclosed in breach of this Clause 37 (Confidentiality).

  • Documentation of Disclosures Business Associate agrees to document disclosures of PHI and information related to such disclosures as would be required for a Covered Entity to respond to a request by an individual for an accounting of disclosures of PHI in accordance with 45 C.F.R. 164.528 and HITECH.

  • Restrictions on Disclosure The Servicer agrees that it shall not, prior to the termination or expiration of this Agreement or within three (3) years after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST or any Subsidiary regarding the business of WEST and the Subsidiaries or the Engine Assets, except as authorized in writing by WEST, and except: (a) to representatives of the Servicer and any of its Affiliates in furtherance of the purpose of this Agreement provided that any such representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.09; (b) to the extent required by Applicable Law or by judicial or administrative process, but in the event of proposed disclosure, the Servicer shall seek the assistance of WEST to protect information in which WEST has an interest to the maximum extent achievable; (c) to the extent that the information: (i) was generally available in the public domain; (ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any Subsidiary; (iii) was disclosed to the general public with the approval of WEST or any Subsidiary; (iv) was in the files, records or knowledge of the Servicer or any of the Servicer’s Affiliates prior to initial disclosure thereof to the Servicer or any of the Servicer’s Affiliates by WEST or any Subsidiary; (v) was provided by WEST or any Subsidiary to the Servicer or any of the Servicer’s Affiliates without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or (vi) was developed independently by the Servicer or any of the Servicer’s Affiliates; and (d) is reasonably deemed necessary by the Servicer to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, further, that prior to disclosure of such information, the Servicer shall inform WEST and the Subsidiaries of such disclosure.

  • Duty of Disclosure The Manager has an affirmative duty to disclose material facts to the Members. Information is considered material if there is a substantial likelihood that a reasonable Investor would consider it important in making an investment decision. The Manager must not make any untrue statements to the Members and must not omit disclosing any material facts to the Members. The Manager has a further duty to disclose conflicts of interest that may exist between the interests of the Manager and its Affiliates and the interests of the Company or any of the individual Members.

  • Restriction on Disclosure and Use of Confidential Information Executive agrees that Executive shall not, directly or indirectly, use any Confidential Information on Executive’s own behalf or on behalf of any Person other than Employer, or reveal, divulge, or disclose any Confidential Information to any Person not expressly authorized by Employer to receive such Confidential Information. This obligation shall remain in effect for as long as the information or materials in question retain their status as Confidential Information. Executive further agrees to fully cooperate with Employer in maintaining the Confidential Information to the extent permitted by law. The Parties acknowledge and agree that this Agreement is not intended to, and does not, alter either Employer’s rights or Executive’s obligations under any state or federal statutory or common law regarding trade secrets and unfair trade practices. Anything herein to the contrary notwithstanding, Executive shall not be restricted from disclosing information that is required to be disclosed by law, court order, or other valid and appropriate legal process; provided, however, that in the event such disclosure is required by law, Executive shall provide Employer with prompt notice of such requirement so that Employer may seek an appropriate protective order prior to any such required disclosure by Executive. Executive understands and acknowledges that nothing in this section limits Executive’s ability to report possible violations of federal, state, or local law or regulation to any governmental agency or entity; to communicate with any government agencies or otherwise participate in any investigation or proceeding that may be conducted by any government agencies in connection with any charge or complaint, whether filed by Executive, on Executive’s behalf, or by any other individual; or to make other disclosures that are protected under the whistleblower provisions of federal, state, or local law or regulation, and Executive shall not need the prior authorization of Employer to make any such reports or disclosures and shall not be required to notify Employer that Executive has made such reports or disclosures. In addition, and anything herein to the contrary notwithstanding, Executive is hereby given notice that Executive shall not be criminally or civilly liable under any federal or state trade secret law for disclosing a trade secret (as defined by 18 U.S.C. § 1839) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney, in either event solely for the purpose of reporting or investigating a suspected violation of law; or disclosing a trade secret (as defined by 18 U.S.C. § 1839) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.