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(c) The undersigned Vendor may disclose Confidential Information only to Vendor's employees and consultants on a need-to-know basis but in any event only if Vendor has executed written agreements with its employees and consultants that contain obligations that are no less restrictive than those contained in this Agreement and has informed such employees and consultants of the confidential nature of such information. | Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors). | 1entailment
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(a) Vendor shall: (i) Not use any Confidential Information except as required for the Purpose. For further certainty, the Purpose expressly excludes the development of or provision by Vendor of a gateway or any web-hosted service that consolidates the exchange of Claim Information between Providers and IBC or any web-based or application service provider based practice management system. (ii) Not disclose any Confidential Information to third parties, except as expressly provided in Sections 2(b) and 2(c) of this Agreement; (iii) Take reasonable security precautions, no less than those precautions it takes to protect its own confidential information, but no less than reasonable care, to keep confidential the Confidential Information; (iv) Refrain from disclosing, reproducing, summarizing and/or distributing Confidential Information except as expressly required for the Purpose, and only as otherwise provided hereunder; and | Receiving Party may create a copy of some Confidential Information in some circumstances. | 0contradiction
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(b) Vendor may disclose Confidential Information in accordance with a Canadian judicial or other legal binding Canadian governmental order, provided that Vendor either (i) gives IBC reasonable notice prior to such disclosure to allow IBC a reasonable opportunity to seek a protective order or equivalent, or | 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 shall not include any information, other than Personal Information, however designated, that: (i) is or subsequently becomes publicly available without Vendor's breach of any obligation owed to IBC; (ii) became known to Vendor prior to IBC’s disclosure of such information to Vendor pursuant to the terms of this Agreement; (iii) became known to Vendor from a source other than IBC other than by the breach of an obligation of confidentiality owed to IBC; or | Receiving Party may acquire information similar to Confidential Information from a third party. | 1entailment
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(c) The undersigned Vendor may disclose Confidential Information only to Vendor's employees and consultants on a need-to-know basis but in any event only if Vendor has executed written agreements with its employees and consultants that contain obligations that are no less restrictive than those contained in this Agreement and has informed such employees and consultants of the confidential nature of such information. | Receiving Party may share some Confidential Information with some of Receiving Party's employees. | 1entailment
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(a) Vendor shall: (i) Not use any Confidential Information except as required for the Purpose. For further certainty, the Purpose expressly excludes the development of or provision by Vendor of a gateway or any web-hosted service that consolidates the exchange of Claim Information between Providers and IBC or any web-based or application service provider based practice management system. (ii) Not disclose any Confidential Information to third parties, except as expressly provided in Sections 2(b) and 2(c) of this Agreement; (iii) Take reasonable security precautions, no less than those precautions it takes to protect its own confidential information, but no less than reasonable care, to keep confidential the Confidential Information; (iv) Refrain from disclosing, reproducing, summarizing and/or distributing Confidential Information except as expressly required for the Purpose, and only as otherwise provided hereunder; and (v) Refrain from reverse engineering, decompiling or disassembling any software code disclosed by IBC to Vendor under the terms of this Agreement, except as expressly permitted by applicable law. | Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information. | 2neutral
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(g) If any provision of this Agreement shall be held by a court of competent jurisdiction to be illegal, invalid or unenforceable, the remaining provisions shall remain in full force and effect. (h) IBC may terminate this Agreement with or without cause upon thirty (30) days prior written notice to the Vendor. IBC will not exercise such discretion to terminate the Agreement with a specific vendor except for commercially reasonable grounds. All sections of this Agreement relating to the rights and obligations of the parties concerning Confidential Information disclosed during the term of the Agreement shall survive any such termination. | 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: (a) The fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; (b) The existence and terms of this Agreement; (c) Any information that would be regarded as confidential by a reasonable business person relating to: (i) The business, affairs, customers, clients, suppliers, plans, intentions, or market opportunities of the Disclosing Party; and (ii) The operations, processes, product information, know-how, designs, trade secrets or software of the Disclosing Party; and | Confidential Information shall only include technical information. | 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: (a) The fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; (b) The existence and terms of this Agreement; (c) 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 shall not include any information, other than Personal Information, however designated, that: (i) is or subsequently becomes publicly available without Vendor's breach of any obligation owed to IBC; (ii) became known to Vendor prior to IBC’s disclosure of such information to Vendor pursuant to the terms of this Agreement; (iii) became known to Vendor from a source other than IBC other than by the breach of an obligation of confidentiality owed to IBC; or (iv) is independently developed by Vendor without reliance upon any part of the information disclosed by IBC and/or relating to the HCAI System. | Receiving Party may independently develop information similar to Confidential Information. | 2neutral
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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) Erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form (to the extent possible); 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: | Confidential Information may include verbally conveyed information. | 1entailment
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(a) All Confidential Information, and all associated intellectual property rights therein, are and shall remain the exclusive property of IBC and its licensors. By disclosing Confidential Information to Vendor, IBC does not grant any express or implied right to Vendor to or under any patents, copyrights, trademarks, or trade secret information except as otherwise provided herein. | 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 Clause, schedule and paragraph headings shall not affect the interpretation of this Agreement. 1.3 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality) and that person's legal and personal representatives, successors and permitted assigns. 1.4 Unless the context otherwise requires, words in the singular shall include the plural and in the plural include the singular. 1.5 A reference to a statute or statutory provision is a reference to it as it is in force for the time being, taking account of any amendment, extension, or re-enactment, and includes any subordinate legislation for the time being in force made under it. 1.6 Any obligation in this Agreement on a person not to do something includes an obligation not to agree or allow that thing to be done. 1.7 References to clauses and schedules are to the clauses and schedules of this Agreement; references to paragraphs are to paragraphs of the relevant schedule. 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) Warrants and undertake that it is solely responsible for ensuring that the Personal Data is processed by it in accordance with the Data Protection Act 1998 (“the Act”) from the date that it is received from the Disclosing Party; (b) Not use or exploit the Confidential Information in any way except for the Purpose. If the Recipient proposes to use or process the Personal Data for a purpose other than the Purpose, the Recipient shall ensure that, prior to using or processing the Personal Data in such manner, it will ensure that such use or process is in compliance with the Act; (c) Not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; and (d) 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). 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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(d) 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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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, 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. | 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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(a) “Confidential Information” a. means nonpublic information that IBC designates as being confidential or which, under the circumstances surrounding disclosure ought to be treated as confidential by Vendor. b. includes, without limitation, information in tangible or intangible form relating to the HCAI System, and specifically includes any and all proprietary information and/or materials concerning the HCAI System including any communication protocols and application programming interfaces (collectively, “HCAI System Information”) and any other confidential information or materials of IBC, or of third parties and in the possession or control of IBC, and any information derived from any of the foregoing. | Receiving Party may acquire information similar to Confidential Information from a third party. | 2neutral
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Representative means employees, agents, officers, advisers and other representatives of the Recipient. 1.2 Clause, schedule and paragraph headings shall not affect the interpretation of this Agreement. 1.3 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality) and that person's legal and personal representatives, successors and permitted assigns. 1.4 Unless the context otherwise requires, words in the singular shall include the plural and in the plural include the singular. 1.5 A reference to a statute or statutory provision is a reference to it as it is in force for the time being, taking account of any amendment, extension, or re-enactment, and includes any subordinate legislation for the time being in force made under it. 1.6 Any obligation in this Agreement on a person not to do something includes an obligation not to agree or allow that thing to be done. 1.7 References to clauses and schedules are to the clauses and schedules of this Agreement; references to paragraphs are to paragraphs of the relevant schedule. 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) Warrants and undertake that it is solely responsible for ensuring that the Personal Data is processed by it in accordance with the Data Protection Act 1998 (“the Act”) from the date that it is received from the Disclosing Party; (b) Not use or exploit the Confidential Information in any way except for the Purpose. If the Recipient proposes to use or process the Personal Data for a purpose other than the Purpose, the Recipient shall ensure that, prior to using or processing the Personal Data in such manner, it will ensure that such use or process is in compliance with the Act; (c) Not disclose or make available the Confidential Information in whole or in part to any third party, except as expressly permitted by this Agreement; and (d) 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). 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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(d) Receiving Party may not reverse engineer, decompile or disassemble any software disclosed to Receiving Party. | Receiving Party shall not reverse engineer any objects which embody Disclosing Party's 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) Erase all the Disclosing Party's Confidential Information from its computer systems or which is stored in electronic form (to the extent possible); 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 shall destroy or return some Confidential Information upon the termination of Agreement. | 2neutral
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(a) All Confidential Information and Confidential Materials are and shall remain the property of the Disclosing Party. By disclosing information to the Receiving Party, Disclosing Party does not grant any express or implied right to Receiving Party to or under Disclosing Party patents, copyrights, trademarks, or trade secret information. | 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: (a) The fact that discussions and negotiations are taking place concerning the Purpose and the status of those discussions and negotiations; (b) The existence and terms of this Agreement; (c) Any information that would be regarded as confidential by a reasonable business person relating to: | Receiving Party shall not disclose the fact that Agreement was agreed or negotiated. | 2neutral
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(a) "Confidential Information" means non public information that the Disclosing Party either designates as being confidential or which, under the circumstances surrounding disclosure ought to be treated as confidential. | All Confidential Information shall be expressly identified by the Disclosing Party. | 0contradiction
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Further, either party shall be free to use for any purpose the residuals resulting from access to or from work with such Confidential Information, provided that either party shall maintain the confidentiality of the Confidential Information as provided herein. The terms "residuals" means information in non-tangible form, which may be retained by persons who have access to the Confidential Information, including ideas, concepts, know-how or techniques contained therein. Neither party shall have any obligation to limit or restrict the assignment of such persons or to pay royalties for any work resulting from the use of residuals. However, the foregoing shall not be deemed to grant to either party a license under the other party's copyrights or patents. (c) This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof. It shall not be modified except by a written agreement dated subsequent to the date of this Agreement and signed by both parties. None of the provisions of this Agreement shall be deemed to have been waived by any act or acquiescence on the part of the Disclosing Party, its agents, or employees, but only by an instrument in writing signed by an authorised officer of Disclosing Party. No waiver of any provision of this Agreement shall constitute a waiver of any other provision(s) or of the same provision on another occasion. (d) If either party employs lawyers to enforce any rights arising out of or relating to this Agreement, the prevailing party shall be entitled to recover reasonable lawyers fees. This Agreement shall be construed under the laws of England and Wales. (e) Subject to the limitations set forth in this Agreement, this Agreement will inure to the benefit of and be binding upon the parties, their successors and assigns. (f) If any provision of this Agreement shall be held by a Court of competent jurisdiction to be illegal, invalid or unenforceable, the remaining provisions shall remain in full force and effect. (g) All obligations created by this Agreement shall survive change or termination of the parties' business relationship. | Some obligations of Agreement may survive termination of Agreement. | 1entailment
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(b) Receiving Party shall return all originals, copies, reproductions and summaries of Confidential Information and/or Confidential Materials, or at Disclosing Party's option, certify destruction of the same in writing to Disclosing Party. | Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information. | 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: | Receiving Party shall not solicit some of Disclosing Party's representatives. | 2neutral
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Receiving Party may disclose Confidential Information or Confidential Materials only to Receiving Party's employees or bona-fidae consultants on a need-to-know basis. | Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors). | 1entailment
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(c) Confidential Information and Confidential Materials may be disclosed, reproduced, summarised, or distributed only in pursuance of the Receiving Party's business relationship with Disclosing Party, and only as otherwise provided hereunder. | Receiving Party may create a copy of some Confidential Information in some circumstances. | 1entailment
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However, Receiving Party may disclose Confidential Information in accordance with judicial or other governmental order, provided that the Receiving Party shall give the Disclosing Party reasonable notice prior to 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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Receiving Party may disclose Confidential Information or Confidential Materials only to Receiving Party's employees or bona-fidae consultants on a need-to-know basis. | Receiving Party may share some Confidential Information with some of Receiving Party's employees. | 1entailment
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Further, either party shall be free to use for any purpose the residuals resulting from access to or from work with such Confidential Information, provided that either party shall maintain the confidentiality of the Confidential Information as provided herein. | Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement. | 0contradiction
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(c) Confidential Information and Confidential Materials may be disclosed, reproduced, summarised, or distributed only in pursuance of the Receiving Party's business relationship with Disclosing Party, and only as otherwise provided hereunder. | Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information. | 2neutral
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However, Receiving Party may disclose Confidential Information in accordance with judicial or other governmental order, provided that the Receiving Party shall give the Disclosing Party reasonable notice prior to such disclosure. | Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement. | 2neutral
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All Confidential Information disclosed by any Party shall remain the property of the Discloser. This Agreement does not confer any license, right, interest, or title in or to Confidential Information other than as expressly set forth in this Agree-ment. Further, the Parties agree that the Recipient shall use any and all Confidential Information received from the Discloser solely for the Purpose and no other use may be made without the Discloser’s prior written consent, which shall be granted or with-held in its sole discretion. 8. Protection. Each Party agrees to protect Confidential Information provided to it by the Discloser with at least the same degree of care as it protects its own confidential, proprietary, and/or trade secret information and shall promptly advise the Discloser, in writing, of any misappropriation or misuse, of which it becomes aware, of Confidential Information by any person. 9. Personnel. Each Party may use the same personnel who receive Confidential Infor-mation under this Agreement on other projects similar to the Purpose so long as such Party does not breach the confidentiality of this Agreement. 10. Return of Information. Upon the written request of the Discloser, the Recipient shall either destroy or return to the Discloser any and all Confidential Information in the Recipient’s possession, except for one copy, which copy may be retained for archival purposes in a secure file. All copies of Confidential Information forwarded in error by any Discloser shall be destroyed in their entirety without the Recipient retaining an archival copy. 11. Warranty. Each Party warrants that it has the right to disclose all of the Confidential Information it discloses, but does not otherwise make any representation as to the ac-curacy, suitability, or completeness of such Confidential Information. The Discloser will not be liable to the Recipient for any damage resulting from any use of the Confidential Information by the Recipient. All Confidential Information of the Discloser shall remain the exclusive and sole property of such Party. This Agreement grants no rights of ownership, licenses, and/or any other intellectual property rights, nor does it create any agency, partnership, joint venture or any other relationship not expressly stated herein. | Agreement shall not grant Receiving Party any right to Confidential Information. | 1entailment
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However, Receiving Party may disclose Confidential Information in accordance with judicial or other governmental order, provided that the Receiving Party shall give the Disclosing Party reasonable notice prior to such disclosure. | Receiving Party shall not disclose the fact that Agreement was agreed or negotiated. | 2neutral
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a. “Confidential Information” shall mean all confidential, proprietary and trade secret information and materials, whether in written, oral, visually, electronic or another format (including, for example, demonstrations, models or proto-types, software, computer tapes, audio or video tapes or recordings, other media), and whether intentionally disclosed or observed inadvertently, includ-ing, but not limited to, the following: [insert specific description if possible]; research, product plans or other information regarding the Discloser’s prod-ucts or services and markets therefor, customer lists and customers, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances or other business information; information of a confidential, sensitive, non-public, or personal nature, including information belonging to a third party or for which the Company owes a duty of confidentiality; any other Company proprietary or confidential information, including but not limited to any materials or any oral and written communications between the parties marked “confidential,” “proprietary” or similarly marked; or any materials which a reasonable person would recognize from the surrounding facts and circumstances to be proprietary or confidential. | Confidential Information shall only include technical information. | 0contradiction
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a. “Confidential Information” shall mean all confidential, proprietary and trade secret information and materials, whether in written, oral, visually, electronic or another format (including, for example, demonstrations, models or proto-types, software, computer tapes, audio or video tapes or recordings, other media), and whether intentionally disclosed or observed inadvertently, includ-ing, but not limited to, the following: [insert specific description if possible]; research, product plans or other information regarding the Discloser’s prod-ucts or services and markets therefor, customer lists and customers, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances or other business information; information of a confidential, sensitive, non-public, or personal nature, including information belonging to a third party or for which the Company owes a duty of confidentiality; any other Company proprietary or confidential information, including but not limited to any materials or any oral and written communications between the parties marked “confidential,” “proprietary” or similarly marked; or any materials which a reasonable person would recognize from the surrounding facts and circumstances to be proprietary or confidential. b. The Confidential Information that must be protected under this Agreement in-cludes (i) tangible information (such as written materials, models, and/or speci-mens) identified as being Confidential Information by an appropriate, conspicuous legend (such as “Confidential” or “Proprietary”); (ii) information in oral or visual form that is identified as being Confidential Information at the time of disclosure and confirmed in writing as Confidential Information within fourteen (14) days after the disclosure; or (iii) information that, given the nature of the information or the circumstances surrounding its disclosure, reasonably should be considered to be Confidential Information | All Confidential Information shall be expressly identified by the Disclosing Party. | 0contradiction
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This Agreement applies to any Confidential Information that may have been provided by either Party before or after the Effective Date, and will continue to govern all disclosures of Confidential Information, until terminated on thirty (30) days writ-ten notice by either Party to the other, except that each Party’s obligations relating to Confidential Information disclosed prior to termination will continue for so long as the Confidential Information remains confidential and proprietary. | Some obligations of Agreement may survive termination of Agreement. | 1entailment
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Confidential Information shall not include information that: a. is or becomes known publicly through no fault of the Recipient; or b. is learned by the Recipient from a third party not under an obligation of confi-dence to the Discloser and who has legitimate and legal possession of the informa-tion; or c. is already known to the Recipient before receipt from the Discloser as can be proven by written records; or d. is independently developed by employees or consultants of the Recipient who did not have access to any Confidential Information received; | Receiving Party may independently develop information similar to Confidential Information. | 1entailment
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Upon the written request of the Discloser, the Recipient shall either destroy or return to the Discloser any and all Confidential Information in the Recipient’s possession, except for one copy, which copy may be retained for archival purposes in a secure file. | Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information. | 0contradiction
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a. “Confidential Information” shall mean all confidential, proprietary and trade secret information and materials, whether in written, oral, visually, electronic or another format (including, for example, demonstrations, models or proto-types, software, computer tapes, audio or video tapes or recordings, other media), and whether intentionally disclosed or observed inadvertently, includ-ing, but not limited to, the following: [insert specific description if possible]; research, product plans or other information regarding the Discloser’s prod-ucts or services and markets therefor, customer lists and customers, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances or other business information; information of a confidential, sensitive, non-public, or personal nature, including information belonging to a third party or for which the Company owes a duty of confidentiality; any other Company proprietary or confidential information, including but not limited to any materials or any oral and written communications between the parties marked “confidential,” “proprietary” or similarly marked; or any materials which a reasonable person would recognize from the surrounding facts and circumstances to be proprietary or confidential. b. The Confidential Information that must be protected under this Agreement in-cludes (i) tangible information (such as written materials, models, and/or speci-mens) identified as being Confidential Information by an appropriate, conspicuous legend (such as “Confidential” or “Proprietary”); (ii) information in oral or visual form that is identified as being Confidential Information at the time of disclosure and confirmed in writing as Confidential Information within fourteen (14) days after the disclosure; or | Confidential Information may include verbally conveyed information. | 1entailment
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(c) Confidential Information and Confidential Materials may be disclosed, reproduced, summarised, or distributed only in pursuance of the Receiving Party's business relationship with Disclosing Party, and only as otherwise provided hereunder. | Receiving Party shall not solicit some of Disclosing Party's representatives. | 2neutral
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Except as described elsewhere in this Agreement, the Recipient and those of its employees, officers, agents and affiliates permitted access hereunder will hold the Confidential Information in confidence and will take all necessary steps to pre-serve the confidential and proprietary nature of the Confidential Information. Without limiting the foregoing, the Recipient (1) will not disclose any Confidential Information to persons within its organization who do not have a need to know in order for the Recipient to engage in the Purpose; (2) will not disclose any Confidential Information to any person outside of its organization unless such person has a need to know in order for the Recipient to engage in the Purpose, and such person is bound by fiduci-ary or contractual duties of confidentiality to the Recipient that are at least as stringent as those contained in this Agreement; | Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors). | 1entailment
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Receiving Party may disclose Confidential Information or Confidential Materials only to Receiving Party's employees or bona-fidae consultants on a need-to-know basis. | Receiving Party may create a copy of some Confidential Information in some circumstances. | 2neutral
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If the Recipient is required by order of any court or other government or regulatory agency to disclose any Confidential Information belonging to any Dis-closer, it shall provide all Parties with prompt written notice within 3 business days of any such requirement so that the Parties whose Confidential Information is at risk may seek a protective order or take other appropriate action. | 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 shall not include information that: a. is or becomes known publicly through no fault of the Recipient; or b. is learned by the Recipient from a third party not under an obligation of confi-dence to the Discloser and who has legitimate and legal possession of the informa-tion; or | Receiving Party may acquire information similar to Confidential Information from a third party. | 1entailment
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Except as described elsewhere in this Agreement, the Recipient and those of its employees, officers, agents and affiliates permitted access hereunder will hold the Confidential Information in confidence and will take all necessary steps to pre-serve the confidential and proprietary nature of the Confidential Information. Without limiting the foregoing, the Recipient (1) will not disclose any Confidential Information to persons within its organization who do not have a need to know in order for the Recipient to engage in the Purpose; (2) will not disclose any Confidential Information to any person outside of its organization unless such person has a need to know in order for the Recipient to engage in the Purpose, and such person is bound by fiduci-ary or contractual duties of confidentiality to the Recipient that are at least as stringent as those contained in this Agreement; | Receiving Party may share some Confidential Information with some of Receiving Party's employees. | 1entailment
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Further, the Parties agree that the Recipient shall use any and all Confidential Information received from the Discloser solely for the Purpose and no other use may be made without the Discloser’s prior written consent, which shall be granted or with-held in its sole discretion. | Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement. | 1entailment
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(c) Confidential Information and Confidential Materials may be disclosed, reproduced, summarised, or distributed only in pursuance of the Receiving Party's business relationship with Disclosing Party, and only as otherwise provided hereunder. | Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information. | 2neutral
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7. Upon written request from the other party, each party agrees to return or destroy all the other party’s Confidential Information, together with all copies or reproductions thereof. | Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement. | 1entailment
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5. The parties are the owners or exclusive licensees of protected intellectual property, including but not limited to trademarks, patents and copyrights. | Agreement shall not grant Receiving Party any right to Confidential Information. | 1entailment
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However, Receiving Party may disclose Confidential Information in accordance with judicial or other governmental order, provided that the Receiving Party shall give the Disclosing Party reasonable notice prior to such disclosure. | Receiving Party shall not disclose the fact that Agreement was agreed or negotiated. | 2neutral
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“Confidential Information” shall mean information related to the development of natural ingredients products including research, trade secrets, prototypes, formulas, processes, techniques, marketing programs, price information, product lists, technology, business plans, intellectual property and financial information, whether written or oral. | Confidential Information shall only include technical information. | 0contradiction
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(c) Confidential Information and Confidential Materials may be disclosed, reproduced, summarised, or distributed only in pursuance of the Receiving Party's business relationship with Disclosing Party, and only as otherwise provided hereunder. | All Confidential Information shall be expressly identified by the Disclosing Party. | 2neutral
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(c) Confidential Information and Confidential Materials may be disclosed, reproduced, summarised, or distributed only in pursuance of the Receiving Party's business relationship with Disclosing Party, and only as otherwise provided hereunder. | Some obligations of Agreement may survive termination of Agreement. | 2neutral
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Further, the Parties agree that the Recipient shall use any and all Confidential Information received from the Discloser solely for the Purpose and no other use may be made without the Discloser’s prior written consent, which shall be granted or with-held in its sole discretion. | Receiving Party may independently develop information similar to Confidential Information. | 2neutral
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7. Upon written request from the other party, each party agrees to return or destroy all the other party’s Confidential Information, together with all copies or reproductions thereof. | Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information. | 0contradiction
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“Confidential Information” shall mean information related to the development of natural ingredients products including research, trade secrets, prototypes, formulas, processes, techniques, marketing programs, price information, product lists, technology, business plans, intellectual property and financial information, whether written or oral. | Confidential Information may include verbally conveyed information. | 1entailment
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Further, the Parties agree that the Recipient shall use any and all Confidential Information received from the Discloser solely for the Purpose and no other use may be made without the Discloser’s prior written consent, which shall be granted or with-held in its sole discretion. | Receiving Party shall not solicit some of Disclosing Party's representatives. | 2neutral
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The Recipient will communicate such information only to such employees and contractors or agents who have a need to know such information, and only to such employees and contractors or agents having written agreements with the Recipient obligating them to keep such information confidential. | Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors). | 1entailment
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Further, the Parties agree that the Recipient shall use any and all Confidential Information received from the Discloser solely for the Purpose and no other use may be made without the Discloser’s prior written consent, which shall be granted or with-held in its sole discretion. | Receiving Party may create a copy of some Confidential Information in some circumstances. | 2neutral
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In the event that either party is required to disclose Confidential Information pursuant to judicial or administrative process in connection with any action, suit or proceeding, that party will give prompt notice to the party to whom the Confidential Information belongs and will make a good faith effort to obtain confidential treatment of the information in the action, suit or proceeding. | 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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The obligation of confidentiality and non-use shall not apply to information which: a) Information already in the receiving party’s possession at the time of disclosure; receiving parties trade secrets or experienced knowledge in processing and development of natural ingredients. b) At the time of disclosure is in the public domain or that subsequently becomes available to the general public other than as a consequence of a breach of this agreement; c) Information received by either party from a third party which, to the receiving party’s knowledge, was not under an obligation to maintain the confidentiality of the information and did not acquire such information from either Client or Company, or | Receiving Party may acquire information similar to Confidential Information from a third party. | 1entailment
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The Recipient will communicate such information only to such employees and contractors or agents who have a need to know such information, and only to such employees and contractors or agents having written agreements with the Recipient obligating them to keep such information confidential. | Receiving Party may share some Confidential Information with some of Receiving Party's employees. | 1entailment
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1. A party to this Agreement receiving Confidential Information “Recipient” agrees to retain such Confidential Information in stricte confidence and not to disclose it to any third party or use such Confidential Information for any purpose other than the purposes set forth in this Agreement. “Confidential Information” shall mean information related to the development of natural ingredients products including research, trade secrets, prototypes, formulas, processes, techniques, marketing programs, price information, product lists, technology, business plans, intellectual property and financial information, whether written or oral. The Recipient will communicate such information only to such employees and contractors or agents who have a need to know such information, and only to such employees and contractors or agents having written agreements with the Recipient obligating them to keep such information confidential. The obligation of confidentiality and non-use shall not apply to information which: a) Information already in the receiving party’s possession at the time of disclosure; receiving parties trade secrets or experienced knowledge in processing and development of natural ingredients. b) At the time of disclosure is in the public domain or that subsequently becomes available to the general public other than as a consequence of a breach of this agreement; c) Information received by either party from a third party which, to the receiving party’s knowledge, was not under an obligation to maintain the confidentiality of the information and did not acquire such information from either Client or Company, or d) Is required by law to be disclosed. 2. Each party agrees that it will not, without the previous written consent of the other party, use or disclose to any person, firm, company, partnership or corporation, the Confidential Information of the other party. | Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement. | 1entailment
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Further, the Parties agree that the Recipient shall use any and all Confidential Information received from the Discloser solely for the Purpose and no other use may be made without the Discloser’s prior written consent, which shall be granted or with-held in its sole discretion. | Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information. | 2neutral
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The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. | Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement. | 1entailment
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Further, the Parties agree that the Recipient shall use any and all Confidential Information received from the Discloser solely for the Purpose and no other use may be made without the Discloser’s prior written consent, which shall be granted or with-held in its sole discretion. | Receiving Party shall not disclose the fact that Agreement was agreed or negotiated. | 2neutral
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Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. | Confidential Information shall only include technical information. | 0contradiction
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The nature of the information and manner of the disclosure are such that a reasonable person would understand to be confidential. | All Confidential Information shall be expressly identified by the Disclosing Party. | 0contradiction
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After that, the Recipient is to continue to protect the information received during the term of this Agreement from unauthorized use or disclosure indefinitely. | Some obligations of Agreement may survive termination of Agreement. | 1entailment
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The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient | Receiving Party may independently develop information similar to Confidential Information. | 1entailment
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On demand, at any time and at any event which may occur the Recipient is obliged to immediately deliver to the Owner all the date, manuals, lists, notes, writings, product lists, photocopies, recordings, disks or other material (including duplicates and/or copies of any such property and/or material) concerning the work at hand. | Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information. | 0contradiction
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Further, the Parties agree that the Recipient shall use any and all Confidential Information received from the Discloser solely for the Purpose and no other use may be made without the Discloser’s prior written consent, which shall be granted or with-held in its sole discretion. | Confidential Information may include verbally conveyed information. | 2neutral
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In consideration of the experience, know-how, training and other vital organizational or market knowledge, which is to be acquired through working for the Owner, the Employee hereby promises that he/she will NOT, either during the employment or for a period of time of (insert number of years – usually up to two years) consecutive years (months) after termination of employment, directly or indirectly, for the sake of the Employee or for any third party, accept employment or in any other way, directly or indirectly, engage in business activities which are of direct competition to the Owner. | Receiving Party shall not solicit some of Disclosing Party's representatives. | 1entailment
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- Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner | Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors). | 0contradiction
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In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner | Receiving Party may create a copy of some Confidential Information in some circumstances. | 0contradiction
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Further, the Parties agree that the Recipient shall use any and all Confidential Information received from the Discloser solely for the Purpose and no other use may be made without the Discloser’s prior written consent, which shall be granted or with-held in its sole discretion. | 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 Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality | Receiving Party may acquire information similar to Confidential Information from a third party. | 1entailment
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In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required | Receiving Party may share some Confidential Information with some of Receiving Party's employees. | 1entailment
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In consideration for the receipt by the Recipient of information, the Recipient agrees to: - Hold the information in confidence and will not, in any way, disclose the information to any person or entity without prior written ascent of the Owner - Not copy or, in any way, modify any information without the prior written ascent of the Owner - The Recipient is to promptly advise the Owner if the Recipient becomes aware of an possible unauthorized disclosure or use of the information - The Recipient is not to disclose any information to any employees of the Recipient, aside from the employees required - To have the information in order to perform their job duties in connection with the limited purposes of this Agreement. | Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement. | 1entailment
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Confidential information also includes any information of the owner and a third party with which the Owner deals, including, but not limited to: financial information, business records, plans, trade secrets, product ideas, technical data of any type, contracts, billing records, pricing structure, discounts, property, investments, strategic alliances, partnerships, customer or client lists. | Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information. | 2neutral
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The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. | Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement. | 2neutral
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8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. | Agreement shall not grant Receiving Party any right to Confidential Information. | 1entailment
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The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. | Receiving Party shall not disclose the fact that Agreement was agreed or negotiated. | 2neutral
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1. For the purposes of this Agreement, "Confidential Information" shall mean any and all information provided by, or on behalf of, the Disclosing Party to the Receiving Party prior to or following the execution of this Agreement and in any way relating to the Purpose (including, without limitation, any and all intellectual property, business secrets, business information, business plans, financial and pricing information, business practices, financial statements and reports, project specifications, projections, schematics and drawings, trade secrets, processes, materials, customer lists, supplier lists, sales volume, territories, markets, current, future or potential acquisitions, technical, production, operational, marketing or sales information disclosed hereunder) provided in connection therewith, regardless of form or format, provided however that Confidential Information shall not include information which the Receiving Party can establish through written records: | Confidential Information shall only include technical information. | 0contradiction
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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". | All Confidential Information shall be expressly identified by the Disclosing Party. | 0contradiction
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11. This Agreement shall be binding during the Purpose and shall remain in effect for a period or 2 years after the Purpose is completed. | Some obligations of Agreement may survive termination of Agreement. | 1entailment
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The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient | 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. | 0contradiction
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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. | 1entailment
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The Recipient is to dispose of paperwork, data, discs, memory cards, e-mails or any copies of modifications made upon previous written ascent from the Owner in a manner prescribed by the Owner’s disposal of information policy. The Recipient shall be informed on the protocols of discarding or disposing of any tangible medium upon request. RIGHT TO INJUCTIVE RELIEF If it appears that the Recipient has, or has threatened to, disclose any confidential information in violation of this Agreement’s provisions, the owner shall be entitled to an injunctive relief restraining the Recipient form further or any such disclosure. The Owner is not limited to seeking any other forms of legal remedy in sole discretion and as seen fit by the Owner. NON-CIRCUMVENTION For a period of (insert number) years after the end of the term of this Agreement, the Recipient is not to attempt to do business with, or otherwise solicit any business contracts found or otherwise referred by Owner to Recipient for the purpose of circumventing, the result of which shall be to prevent the Owner from realizing or recognizing a profit, fees, or otherwise, without the specific written approval of the Owner. If any circumvention is to occur, the Owner is to be entitled to any commission due pursuant to this Agreement, or relating to such transaction. THE RIGHT TO FORGET. DISCRETIONAL RIGHTS OF THE OWNER All records obtained by the recipient which are not meant to be returned to the Owner, unless to be used for further production or future business, are to be deleted and destroyed. | Receiving Party shall not solicit some of Disclosing Party's representatives. | 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 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. | 1entailment
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5. In the event that the Receiving Party is required to disclose Confidential Information pursuant to any applicable law or an order from a court of competent jurisdiction, the Receiving Party shall only disclose such portion of the Confidential Information that it is legally required to disclose, and shall use all reasonable efforts to obtain confidential treatment for any Confidential Information so disclosed. The Receiving Party shall promptly notify the Disclosing Party of the required disclosure and any relevant information in respect thereto so that the Disclosing Party may take appropriate steps to protect such Confidential Information from 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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The Term “Confidential information” does NOT include: - Matter of public or otherwise freely accessible knowledge, resulting from direct disclosure by the Owner - Information rightfully received by the Recipient from a Third party without any duty of confidentiality - Independently developed information on behalf of the Recipient | Receiving Party may acquire information similar to Confidential Information from a third party. | 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 may share some Confidential Information with some of Receiving Party's employees. | 1entailment
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2. The Receiving Party shall use the Confidential Information solely for the Purpose and shall not use the Confidential Information in any manner except as reasonably required 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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8. All right, title and interest in and to the Confidential Information, including, without limitation, all patent rights, trade secret and confidential information rights, copyrights and other intellectual property, industrial, proprietary and other rights of any kind or nature, shall remain the exclusive property of the Disclosing Party, and the Confidential Information shall be held in trust and confidence by the Receiving Party for the Disclosing Party. The Disclosing Party shall retain title to all tangible media on which Confidential Information resides, including documentation, discs, and all copies thereof. No interest, license or any other right in, or to, the Confidential Information, other than expressly set out herein, is granted to the Receiving Party under this Agreement by implication or otherwise. | Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information. | 2neutral
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