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7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. | Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement. | 2neutral
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6. It is understood that nothing herein shall be deemed to constitute, by implication or otherwise, the grant to RECIPIENT of any license or other rights under any patent, patent application, or other intellectual property right or interest belonging to PROVIDER, or as permitting RECIPIENT to unfairly obtain the right to use any CONFIDENTIAL INFORMATION which becomes publicly known through an improper act or omission on its part. | Agreement shall not grant Receiving Party any right to Confidential Information. | 1entailment
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The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. | Receiving Party shall not disclose the fact that Agreement was agreed or negotiated. | 2neutral
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WHEREAS, each party has certain technical information described below which shall hereinafter be referred to as "CONFIDENTIAL INFORMATION"; | Confidential Information shall only include technical information. | 1entailment
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CONFIDENTIAL INFORMATION shall be indicated as confidential at the time of disclosure. | All Confidential Information shall be expressly identified by the Disclosing Party. | 1entailment
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5. RECIPIENT's obligations under Paragraphs 2 and 3 shall extend for a period of five (5) years from the effective date of this Agreement. | Some obligations of Agreement may survive termination of Agreement. | 0contradiction
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The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. | Receiving Party may independently develop information similar to Confidential Information. | 2neutral
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7. The Receiving Party shall upon request immediately return to the Disclosing Party or destroy, as directed by the Disclosing Party, the Confidential Information and all copies thereof in any form whatsoever under the power or control of the Receiving Party or its Representatives and immediately destroy all compilations, analysis or derivative work relating to the Confidential Information. | Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information. | 2neutral
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This Agreement shall apply to all Confidential Information regardless of its form or medium, whether conveyed orally, visually, electronically or in writing, and whether or not it is designated as "confidential". | Confidential Information may include verbally conveyed information. | 2neutral
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The Receiving Party shall not disclose, allow access to, transmit or transfer the Confidential Information to any third party without the Disclosing Party’s prior written consent, provided however that the Receiving Party may disclose the Confidential Information to those of its directors, officers and employees ("Representatives") who have a need to know the Confidential Information for the Purpose provided that the Receiving Party shall ensure that such Representatives treat the Confidential Information as confidential and at all times in a manner consistent with this Agreement and the Receiving Party shall be liable for any loss or damage resulting from any Representative failing to do so. | Receiving Party shall not solicit some of Disclosing Party's representatives. | 2neutral
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The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. | Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors). | 0contradiction
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6. The Confidential Information shall not be copied or reproduced in any form or stored in a retrieval system or database by the Receiving Party without the prior consent of the Disclosing Party except for such copies and storage as may reasonably be required internally by the Receiving Party for the Purpose. | Receiving Party may create a copy of some Confidential Information in some circumstances. | 2neutral
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4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. | Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information. | 1entailment
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4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or | Receiving Party may acquire information similar to Confidential Information from a third party. | 1entailment
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The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. | Receiving Party may share some Confidential Information with some of Receiving Party's employees. | 1entailment
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However, RECIPIENT agrees that it will not use the CONFIDENTIAL INFORMATION for any purpose other than the PURPOSE without the prior written consent of PROVIDER. | Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement. | 1entailment
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4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. | Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information. | 2neutral
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The CONFIDENTIAL INFORMATION shall not be disclosed or revealed to anyone except employees of RECIPIENT who have a need to know the CONFIDENTIAL INFORMATION for the PURPOSE and who agree to be bound by the terms of this Agreement. | Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement. | 2neutral
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4.1 All Confidential Information shall remain the property of the Disclosing Party. Each Party reserves all rights in its Confidential Information. No rights, including, but not limited to, intellectual property rights, in respect of a party's Confidential Information are granted to the other Party and no obligations are imposed on the Disclosing Party other than those expressly stated in this Agreement. | Agreement shall not grant Receiving Party any right to Confidential Information. | 1entailment
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“Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: | All Confidential Information shall be expressly identified by the Disclosing Party. | 0contradiction
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“Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; (d) was lawfully in the possession of the Recipient before the information was disclosed to it by the Disclosing Party; (e) the Parties agree in writing is not confidential or may be disclosed; and/or (f) is developed by or for the Recipient independently of the information disclosed by the Disclosing Party. | Receiving Party may independently develop information similar to Confidential Information. | 1entailment
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At the request of the Disclosing Party, the Recipient shall: (a) destroy or return to the Disclosing Party all documents and materials (and any copies) containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information; (b) save in relation to its backup email systems, erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form; and (c) certify in writing to the Disclosing Party that it has complied with the requirements of this Clause, provided that a Recipient may retain documents and materials containing, reflecting, incorporating, or based on the Disclosing Party's Confidential Information to the extent required by law or any applicable governmental or regulatory authority and to the extent reasonable to permit the Recipient to keep evidence that it has performed its obligations under this Agreement. | Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information. | 1entailment
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“Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: | Confidential Information may include verbally conveyed information. | 1entailment
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4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. | Receiving Party shall not solicit some of Disclosing Party's representatives. | 2neutral
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“Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: | Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors). | 1entailment
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The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); | Receiving Party may create a copy of some Confidential Information in some circumstances. | 1entailment
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2.3 A Party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by law, by any governmental or other regulatory authority (including, without limitation any relevant securities exchange) or by a Court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other Party as much notice of this disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this Clause 2.3 , it takes into account the reasonable requests of the other Party in relation to the content of this disclosure, to the extent that it is legally permitted to do so. | Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information. | 1entailment
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“Confidential Information:” means all confidential information (however recorded, preserved or disclosed) disclosed by a Party or its Representatives to the other Party and that Party's Representatives including but not limited to: the fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; any information that would be regarded as confidential by a reasonable business person relating to: (a) the business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party or of the Disclosing Party's Group; (b) the operations, processes, product information, know-how, designs, specifications, trade secrets or software of the Disclosing Party or of the Disclosing Party's Group; and (c) any information or analysis derived from Confidential Information; but not including any information: (a) that is or becomes generally available to the public other than as a result of its disclosure by the Recipient or its Representatives in breach of this Agreement or of any other undertaking of confidentiality addressed to the Party to whom the information relates (except that any compilation of otherwise public information in a form not publicly known shall nevertheless be treated as Confidential Information); (b) was available to the Recipient on a non-confidential basis prior to disclosure by the Disclosing Party; (c) was, is or becomes available to the Recipient on a non-confidential basis from a person who, to the Recipient's knowledge, is not bound by a confidentiality agreement with the Disclosing Party or otherwise prohibited from disclosing the information to the Recipient; | Receiving Party may acquire information similar to Confidential Information from a third party. | 1entailment
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“Representative”: means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 In this Agreement, the following rules of interpretation apply: (a) a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); (b) a reference to a party includes its personal representatives, successors or permitted assigns; (c) a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; (d) any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; (e) a reference to writing or written includes faxes; and (f) unless the context otherwise requires, a reference to one gender shall include a reference to the other genders 2. Obligations of Confidentiality 2.1 The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; (b) not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; (c) not copy, reduce to writing or otherwise record the Confidential Information except as strictly necessary for the Purpose (and any such copies, reductions to writing and records shall be the property of the Disclosing Party); (d) keep separate the Confidential Information from all documents and other records of the Recipient; (e) apply the same security measures and degree of care to the Confidential Information as the Recipient applies to its own confidential information, which the Recipient warrants as providing adequate protection from unauthorized disclosure, copying or use; and (f) keep a written record of: any document or other Confidential Information received from the other in tangible form; any copy made of the Confidential Information. 2.2 The Recipient may disclose the Disclosing Party's Confidential Information to those of its Representatives who need to know this Confidential Information for the Purpose, provided that: | Receiving Party may share some Confidential Information with some of Receiving Party's employees. | 1entailment
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The Recipient shall keep the Disclosing Party's Confidential Information confidential and, except with the prior written consent of the Disclosing Party, shall: (a) not use or exploit the Confidential Information in any way except for the Purpose; | Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement. | 1entailment
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4. RECIPIENT‘s obligations under Paragraphs 2 and 3 above shall not extend to any part of the CONFIDENTIAL INFORMATION: (a) that can be demonstrated to have been in the public domain or publicly known and readily available to the trade or the public prior to the date of the disclosure; or (b) that can be demonstrated, from written records, to have been in RECIPIENT's possession or readily available to RECIPIENT from another source not under obligation of secrecy to PROVIDER prior to the disclosure; or (c) that becomes part of the public domain or publicly known by publication or otherwise, not due to any unauthorized act by RECIPIENT; or (d) that is subsequently disclosed to RECIPIENT by a third party who is not under an obligation of confidentiality to PROVIDER; or (e) that is required by any law, regulation, or order of court to be disclosed by RECIPIENT. Prior to disclosing proprietary or CONFIDENTIAL INFORMATION of the PROVIDER, the RECIPIENT shall first notify and provide it an opportunity to prevent disclosure. | Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information. | 2neutral
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement. | 1entailment
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5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. | Agreement shall not grant Receiving Party any right to Confidential Information. | 1entailment
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Receiving Party shall not disclose the fact that Agreement was agreed or negotiated. | 2neutral
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1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. | Confidential Information shall only include technical information. | 0contradiction
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1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure. | All Confidential Information shall be expressly identified by the Disclosing Party. | 0contradiction
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5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships. 6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights. All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party. | Some obligations of Agreement may survive termination of Agreement. | 2neutral
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4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or | Receiving Party may independently develop information similar to Confidential Information. | 1entailment
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information. | 0contradiction
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Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days. | Confidential Information may include verbally conveyed information. | 1entailment
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Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee. | Receiving Party shall not solicit some of Disclosing Party's representatives. | 1entailment
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3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. | Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors). | 1entailment
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Receiving Party may create a copy of some Confidential Information in some circumstances. | 2neutral
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4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; (d) Is independently developed by the receiving party; or (e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure. | Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information. | 1entailment
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4. The restrictions above will not apply to Confidential Information which: (a) Is known by the receiving party at the time of receipt; (b) Is or becomes a part of the public domain without a breach of this Agreement by the receiving party; (c) The receiving party obtains from a third party under conditions permitting its disclosure to others; | Receiving Party may acquire information similar to Confidential Information from a third party. | 1entailment
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3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. | Receiving Party may share some Confidential Information with some of Receiving Party's employees. | 1entailment
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2. The receiving party will not use, manufacture or sell any document, schematic, drawing, photograph, specification, specimen or any other material making up any part of the Confidential Information, or use any Confidential Information as a basis for the design or creation of any items or other means without the prior written consent of the disclosing party. 3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care. Each party further agrees not to use any Confidential Information received from the other party except for the purposes set forth above. | Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement. | 1entailment
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information. | 2neutral
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Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing | Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement. | 1entailment
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Agreement shall not grant Receiving Party any right to Confidential Information. | 2neutral
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Receiving Party shall not disclose the fact that Agreement was agreed or negotiated. | 2neutral
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1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. | Confidential Information shall only include technical information. | 0contradiction
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Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. | All Confidential Information shall be expressly identified by the Disclosing Party. | 1entailment
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Any organisational information marked as ‘commercial’ or ‘sensitive’ or by implication of the subject could prejudice the commercial interests of either party will be treated as confidential. 6. A DRC email account to be used to send and receive personally identifiable data. 7. Where the activities performed by the contractor (in this case LSP) do not require them to process information but they may become party to it by overseeing or overhearing, they will be required to keep such information confidential. | Some obligations of Agreement may survive termination of Agreement. | 2neutral
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Receiving Party may independently develop information similar to Confidential Information. | 2neutral
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information. | 2neutral
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1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions | Confidential Information may include verbally conveyed information. | 1entailment
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Receiving Party shall not solicit some of Disclosing Party's representatives. | 2neutral
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors). | 2neutral
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Receiving Party may create a copy of some Confidential Information in some circumstances. | 2neutral
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information. | 2neutral
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Receiving Party may acquire information similar to Confidential Information from a third party. | 2neutral
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If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information. | Receiving Party may share some Confidential Information with some of Receiving Party's employees. | 2neutral
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In addition any inappropriate or unauthorised disclosure of commercially sensitive information or unlicensed reuse of intellectual property could be subject to legal action. The Agreement: This agreement relates to requirements of the Data Protection Act 1998, the Human Rights Act 1998, the ‘common law duty of confidentiality’ and the Freedom of Information Act (2000). 1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. It also applies where the contracted third party is privilege to commercially sensitive information, security related information and any intellectual property of the contracting organisation. 2. The access referred to in point 1 above may include: a. Access to or sharing of information held in any electronic format or on paper b. Information that is part of verbal discussions 3. Any information (personal or organisational) will only be used for purposes agreed between the organisations. Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing Agreed destruction method: Shredding of paper based information and deletion of electronic information 4. Any work involving access to personal identifiable information will be done by formally authorised staff of the organisation (except as provided in paragraph 5 below). The organisation shall keep a record of all such authorisations. Information containing a unique number (e.g. NHS, NI or organisational) or a combination of items from the following list is “personal identifiable data”: Name, Address, Postcode, Date of Birth, Other Dates (i.e. death, diagnosis), Sex, Ethnic Group or Occupation. 5. All personal identifiable information will be treated as confidential and will not be disclosed to any other persons outside the requirements of the above agreed purpose(s), without agreement of the ‘data controller’. | Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement. | 1entailment
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1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. | Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information. | 2neutral
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Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing | Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement. | 2neutral
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1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. | Agreement shall not grant Receiving Party any right to Confidential Information. | 2neutral
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Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing | Receiving Party shall not disclose the fact that Agreement was agreed or negotiated. | 2neutral
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1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. | Confidential Information shall only include technical information. | 2neutral
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Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing | All Confidential Information shall be expressly identified by the Disclosing Party. | 2neutral
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1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. | Some obligations of Agreement may survive termination of Agreement. | 2neutral
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1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. | Receiving Party may independently develop information similar to Confidential Information. | 2neutral
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1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. | Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information. | 2neutral
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1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. | Confidential Information may include verbally conveyed information. | 2neutral
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1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. | Receiving Party shall not solicit some of Disclosing Party's representatives. | 2neutral
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In consideration of the disclosure to it by the Donor of information (whether or not contained in documents) relating to a _______________________ (‘the Information’) for the purposes of the preparation, filing and prosecution of one or more patent applications (‘the Applications’) on behalf of the Donor (‘the Purpose’) the Recipient undertakes that it will respect and preserve the confidentiality of the Information and it will not without the express prior consent of the Donor either: 1.1 communicate or otherwise make available the Information to any third party, other than: a) an employee of the Recipient who requires the Information in connection with his employment and then only if the employee is bound by conditions of secrecy no less strict that those set out in this Agreement which conditions Recipient hereby agrees to enforce at the request of the Donor; and/or | Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors). | 0contradiction
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1. The following terms apply where an organisation or its staff may gain access to, or have provided to it, personal identifiable information (defined within the terms of the Data Protection Act 1998) when working for, or with the ‘data controller’. | Receiving Party may create a copy of some Confidential Information in some circumstances. | 2neutral
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Information will be retained for a period agreed between the parties and destroyed by an agreed method. Agreed purposes are: To provide communication support in line with Deafness Resource Centre terms and conditions Agreed retention period: upon completion of assignment and invoicing | Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information. | 2neutral
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The above obligations shall not apply or shall cease to apply to such of the Information as the Recipient can show to the reasonable satisfaction of the Donor: 2.1 has become public knowledge other than through the fault of the Recipient; or 2.2 was already known to the Recipient prior to disclosure by the Donor; or 2.3 has been received from a third party who did not acquire it in confidence from the Donor or from someone owing a duty of confidence to the Donor. | Receiving Party may acquire information similar to Confidential Information from a third party. | 1entailment
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In consideration of the disclosure to it by the Donor of information (whether or not contained in documents) relating to a _______________________ (‘the Information’) for the purposes of the preparation, filing and prosecution of one or more patent applications (‘the Applications’) on behalf of the Donor (‘the Purpose’) the Recipient undertakes that it will respect and preserve the confidentiality of the Information and it will not without the express prior consent of the Donor either: 1.1 communicate or otherwise make available the Information to any third party, other than: a) an employee of the Recipient who requires the Information in connection with his employment and then only if the employee is bound by conditions of secrecy no less strict that those set out in this Agreement which conditions Recipient hereby agrees to enforce at the request of the Donor; and/or | Receiving Party may share some Confidential Information with some of Receiving Party's employees. | 1entailment
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In consideration of the disclosure to it by the Donor of information (whether or not contained in documents) relating to a _______________________ (‘the Information’) for the purposes of the preparation, filing and prosecution of one or more patent applications (‘the Applications’) on behalf of the Donor (‘the Purpose’) the Recipient undertakes that it will respect and preserve the confidentiality of the Information and it will not without the express prior consent of the Donor either: 1.1 communicate or otherwise make available the Information to any third party, other than: a) an employee of the Recipient who requires the Information in connection with his employment and then only if the employee is bound by conditions of secrecy no less strict that those set out in this Agreement which conditions Recipient hereby agrees to enforce at the request of the Donor; and/or b) the UK Intellectual Property Office, the European Patent Office, the United States Patent and Trademark Office, the World Intellectual Property Organisation, and any other national or international intellectual property office worldwide, but only with respect to the Applications in accordance with the Purpose; and/or c) any person in any jurisdiction worldwide who has been authorised by the Donor or Recipient to act on behalf of, or otherwise assist, the Donor with respect to one or more of the Applications, and any duly authorised legal representative of the Donor in any jurisdiction worldwide; and/or 1.2 use the Information for any investigation, research, development or manufacture, other than so far as any such activity is essential for the Purpose. | Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement. | 1entailment
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The restrictions and obligations set forth in this Agreement shall survive any expiration or termination for five years from the date of such expiration or termination with respect to Confidential Information disclosed under this Agreement prior to the date of such expiration or termination. | Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information. | 2neutral
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(b) “Confidential Information” means: (1) any information, whether tangi-ble or intangible, in written or in machine readable form that is marked or designated in writing as “Proprietary” or “Confidential” at the time of disclosure; (2) any information disclosed orally or visually to Receiving Party, provided that such information is orally identified as “Confidential” or “Proprietary” prior to or at the time of its disclosure, (3) any information derived or extracted from information provided to Receiving Party that Receiving Party reasonably should conclude was intended to be confidential, or (4) any information that is considered a trade secret and not expressly released to Receiving Party by Disclosing Party. | Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement. | 2neutral
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All Confidential Information disclosed pursuant to this Agreement is and shall remain the property of Disclosing Party. Receiving Party shall not alter or remove any confidentiality or proprietary marking on the Confidential Information and, subject to the forego-ing, may make such limited number of copies of Disclosing Party's Confidential Information to the extent necessary to achieve the Purpose. Within 15 days of written request from Disclosing Party, Receiving Party shall promptly return Disclosing Party’s Confidential Information and all copies thereof to Disclosing Party or destroy Disclosing Party’s Confidential Information, in-cluding all copies thereof, purge its computer systems of such Confidential Information and cer-tify such destruction in writing signed by a duly authorized representative. Notwithstanding the foregoing, Receiving Party may retain one copy in a confidential file for archival purposes. 5. No License or Other Rights. No license or other rights under any patent, copy-right, trademark or trade secret are granted or implied by this Agreement. | Agreement shall not grant Receiving Party any right to Confidential Information. | 1entailment
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(c) Receiving Party may disclose the Confidential Information to the employ-ees, officers, directors, and Affiliates of Receiving Party who need to know such Confi-dential Information in connection with the Purpose and who receive such information subject to the same or comparable restrictions as are contained in this Agreement as evi-denced by a signed non-disclosure agreement or equivalent . | Receiving Party shall not disclose the fact that Agreement was agreed or negotiated. | 2neutral
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(b) “Confidential Information” means: (1) any information, whether tangi-ble or intangible, in written or in machine readable form that is marked or designated in writing as “Proprietary” or “Confidential” at the time of disclosure; (2) any information disclosed orally or visually to Receiving Party, provided that such information is orally identified as “Confidential” or “Proprietary” prior to or at the time of its disclosure, (3) any information derived or extracted from information provided to Receiving Party that Receiving Party reasonably should conclude was intended to be confidential, or (4) any information that is considered a trade secret and not expressly released to Receiving Party by Disclosing Party. | Confidential Information shall only include technical information. | 0contradiction
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(b) “Confidential Information” means: (1) any information, whether tangi-ble or intangible, in written or in machine readable form that is marked or designated in writing as “Proprietary” or “Confidential” at the time of disclosure; (2) any information disclosed orally or visually to Receiving Party, provided that such information is orally identified as “Confidential” or “Proprietary” prior to or at the time of its disclosure, | All Confidential Information shall be expressly identified by the Disclosing Party. | 1entailment
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The restrictions and obligations set forth in this Agreement shall survive any expiration or termination for five years from the date of such expiration or termination with respect to Confidential Information disclosed under this Agreement prior to the date of such expiration or termination. | Some obligations of Agreement may survive termination of Agreement. | 1entailment
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3. Inapplicability of Restrictions. There shall be no restrictions under this Agree-ment with respect to any portion of the Confidential Information which: (a) is known to Receiving Party or its Affiliates at the time of its disclosure without breach of this Agreement. (b) is or becomes publicly known through no wrongful act of Receiving Party or its Affiliates. (d) is independently developed by Receiving Party without breach of the re-strictions contained in this Agreement. | Receiving Party may independently develop information similar to Confidential Information. | 1entailment
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Notwithstanding the foregoing, Receiving Party may retain one copy in a confidential file for archival purposes. | Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information. | 1entailment
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(b) “Confidential Information” means: (1) any information, whether tangi-ble or intangible, in written or in machine readable form that is marked or designated in writing as “Proprietary” or “Confidential” at the time of disclosure; (2) any information disclosed orally or visually to Receiving Party, provided that such information is orally identified as “Confidential” or “Proprietary” prior to or at the time of its disclosure, | Confidential Information may include verbally conveyed information. | 1entailment
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3. Inapplicability of Restrictions. There shall be no restrictions under this Agree-ment with respect to any portion of the Confidential Information which: (a) is known to Receiving Party or its Affiliates at the time of its disclosure without breach of this Agreement. (b) is or becomes publicly known through no wrongful act of Receiving Party or its Affiliates. (d) is independently developed by Receiving Party without breach of the re-strictions contained in this Agreement. (e) is furnished to any third party by Disclosing Party without a similar re-striction on the third party’s rights. | Receiving Party shall not solicit some of Disclosing Party's representatives. | 2neutral
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Disclosure of the Confiden-tial Information to outside agents and affiliates other than Receiving Party must be agreed upon by the Disclosing Party in writing.. | Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors). | 0contradiction
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Receiving Party shall not alter or remove any confidentiality or proprietary marking on the Confidential Information and, subject to the forego-ing, may make such limited number of copies of Disclosing Party's Confidential Information to the extent necessary to achieve the Purpose. | Receiving Party may create a copy of some Confidential Information in some circumstances. | 1entailment
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There shall be no restrictions under this Agree-ment with respect to any portion of the Confidential Information which: (a) is known to Receiving Party or its Affiliates at the time of its disclosure without breach of this Agreement. (b) is or becomes publicly known through no wrongful act of Receiving Party or its Affiliates. (d) is independently developed by Receiving Party without breach of the re-strictions contained in this Agreement. (e) is furnished to any third party by Disclosing Party without a similar re-striction on the third party’s rights. (f) is approved for release by Disclosing Party. (g) is requested or required to be disclosed by court order, government agency action or other legal process. In such event, Receiving Party shall, to the extent permissi-ble under applicable law, notify Disclosing Party of any such request in sufficient time to enable Disclosing Party to contest or prevent such disclosure or seek entry of a an appro-priate protective order. | Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information. | 1entailment
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3. Inapplicability of Restrictions. There shall be no restrictions under this Agree-ment with respect to any portion of the Confidential Information which: (a) is known to Receiving Party or its Affiliates at the time of its disclosure without breach of this Agreement. (b) is or becomes publicly known through no wrongful act of Receiving Party or its Affiliates. (d) is independently developed by Receiving Party without breach of the re-strictions contained in this Agreement. (e) is furnished to any third party by Disclosing Party without a similar re-striction on the third party’s rights. | Receiving Party may acquire information similar to Confidential Information from a third party. | 1entailment
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(c) Receiving Party may disclose the Confidential Information to the employ-ees, officers, directors, and Affiliates of Receiving Party who need to know such Confi-dential Information in connection with the Purpose and who receive such information subject to the same or comparable restrictions as are contained in this Agreement as evi-denced by a signed non-disclosure agreement or equivalent . | Receiving Party may share some Confidential Information with some of Receiving Party's employees. | 1entailment
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(a) Receiving Party agrees that it will only use Disclosing Party's Confidential Information to the extent necessary for the Purpose. | Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement. | 1entailment
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The Confidant must not reverse engineer or decompile any software included in any Confidential Information, or make any unauthorised copies of any Confidential Information. | Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information. | 1entailment
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At the conclusion of the Datathon the Confidant must permanently delete all data provided by NostraData. | Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement. | 1entailment
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