Confidentiality Clause Example with 8 Variations from Business Contracts
This page contains Confidentiality clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Confidentiality. Each Investor agrees that such Investor will keep confidential and will not disclose, divulge, or use for any purpose (other than to monitor its investment in the Company) any confidential information obtained from the Company pursuant to the terms of this Agreement (including notice of the Company's intention to file a registration statement), unless such confidential information (a) is known or becomes known to the public in general (other than as a result of a breach of this Subsection 4 by s...uch Investor), (b) is or has been independently developed or conceived by the Investor without use of the Company's confidential information, or (c) is or has been made known or disclosed to the Investor by a third party without a breach of any obligation of confidentiality such third party may have to the Company; provided, however, that an Investor may disclose confidential information (i) to its attorneys, accountants, consultants, and other professionals to the extent necessary to obtain their services in connection with monitoring its investment in the Company; (ii) to any prospective purchaser of any Registrable Securities from such Investor, if such prospective purchaser agrees to be bound by the provisions of this Subsection 4 and is not a competitor; (iii) to any Affiliate, partner, member, stockholder, or wholly owned subsidiary of such Investor in the ordinary course of business, provided that such Investor informs such Person that such information is confidential and directs such Person to maintain the confidentiality of such information; or (iv) as may otherwise be required by law, provided that the Investor promptly notifies the Company of such disclosure and takes reasonable steps to minimize the extent of any such required disclosure.View More
Variations of a "Confidentiality" Clause from Business Contracts
Confidentiality. Each Investor Purchaser agrees that such Investor he, she or it will keep confidential and will not disclose, divulge, divulge or use for any purpose (other purpose, other than to monitor its investment in the Company) Company, any confidential information obtained from the Company pursuant to the terms of this Agreement (including notice of the Company's intention to file a registration statement), Confidential Information, unless such confidential information Confidential Information (a) is kn...own or becomes known to the public in general (other than as a result of a breach of this Subsection 4 Section 5 by such Investor), Purchaser), (b) is or has been independently developed or conceived by the Investor Purchaser without use of the Company's confidential information, Confidential Information or (c) is or has been made known or disclosed to the Investor Purchaser by a third party without a breach of any obligation of confidentiality such third party may have to the Company; provided, however, that an Investor a Purchaser may disclose confidential information Confidential Information (i) to its attorneys, accountants, consultants, and other professionals to the extent necessary to obtain their services in connection with monitoring its investment in the Company; Company, (ii) to any prospective purchaser of any Registrable Securities Shares from such Investor, if Purchaser as long as such prospective purchaser agrees to be bound by the provisions of this Subsection 4 Section 5 and is not a competitor; pharmaceutical, biotechnology or medical device company, (iii) to any Affiliate, partner, member, stockholder, or wholly owned subsidiary Affiliated Party of such Investor in the ordinary course of business, Purchaser (other than an Affiliated Party that is a pharmaceutical, biotechnology or medical device company), provided that such Investor informs such Person that such information party is confidential and directs such Person obligated not to maintain disclose, divulge or use any Confidential Information to the confidentiality of such information; same extent as the Purchasers, or (iv) as may otherwise be required by law, provided that the Investor promptly notifies the Company of such disclosure and Purchaser takes reasonable steps to minimize the extent of any such required disclosure. Any Purchaser that is an investment fund may also provide summary business and financial information and milestone information to its partners, members and investors, of the type typically provided to such partners, members and investors. Notwithstanding the foregoing, such information shall not be deemed confidential for the 26 purpose of enforcing this Agreement. Each Purchaser further agrees that, except as required by law, he, she or it will not, without the prior consent of UC Regents, disclose the fact of UC Regents' investment in the Company or any other relationship between UC Regents and the Company to persons or entities that are not Purchasers or agents or representatives of such Purchaser (including attorneys or accountants thereof). View More
Confidentiality. Each Investor Purchaser agrees that such Investor Purchaser will keep confidential and will not disclose, divulge, disclose or use for any purpose (other than to monitor its investment in the Company) divulge any confidential information obtained from the Company pursuant to the terms of this Agreement (including notice of the Company's intention to file a registration statement), unless such confidential information (a) is known or becomes known to the public in general (other than as a result ...of a breach of this Subsection 4 Section 8 by such Investor), Purchaser), (b) is or has been independently developed or conceived by the Investor such Purchaser without use of the Company's confidential information, or (c) is or has been made known or disclosed to the Investor such Purchaser by a third party without a breach of any obligation of confidentiality such third party may have to the Company; provided, however, that an Investor a Purchaser may disclose confidential information (i) to its attorneys, accountants, consultants, consultants and other professionals to the extent necessary to obtain their services in connection with monitoring its investment in matters related to the Company; (ii) to any prospective purchaser of any Registrable Securities from such Investor, Purchaser, if such prospective purchaser agrees to be bound by the provisions of this Subsection 4 and is not a competitor; Section 8; (iii) to any Affiliate, partner, member, stockholder, Affiliate or wholly owned subsidiary of such Investor its or their general or limited partners, members, stockholders, employees, officers or directors, in the ordinary course of business, provided that such Investor Purchaser informs such Person person that such information is confidential and directs such Person person to maintain the confidentiality of such information; or (iv) as may otherwise be required by law, regulation, rule, court order, arbitration order or subpoena, provided that the Investor such Purchaser promptly notifies the Company of such disclosure and takes reasonable steps to minimize the extent of any such required disclosure. Each Purchaser acknowledges and agrees that the securities laws of the United States and other jurisdictions contain prohibitions on the trading in the securities of Iterum while in possession of material nonpublic information regarding Iterum, and agrees to comply with such restrictions. View More
Confidentiality. Each Investor The Purchaser agrees that such Investor Purchaser will keep confidential and will not disclose, divulge, or use for any purpose (other than to monitor its investment in the Company) any confidential information obtained from the Company pursuant to the terms of this Agreement (including notice of the Company's intention to file a registration statement), Agreement, unless such confidential information (a) is known or becomes known to the public in general (other than as a result of... a breach of this Subsection 4 Section by such Investor), the Purchaser), (b) is or has been independently developed or conceived by the Investor such Purchaser without use of the Company's confidential information, or (c) is or has been made known or disclosed to the Investor such Purchaser by a third party without a breach of any obligation of confidentiality such third party may have to the Company; provided, however, that an Investor a Purchaser may disclose confidential information (i) to its attorneys, accountants, consultants, and other professionals to the extent necessary to obtain their services in connection with monitoring its investment in the Company; (ii) to any prospective purchaser of any Registrable Securities from such Investor, Note, if such prospective purchaser agrees to be bound by the provisions of this Subsection 4 and is not a competitor; Section; (iii) to any existing or prospective Affiliate, partner, member, stockholder, or wholly owned subsidiary of such Investor the Purchaser in the ordinary course of business, provided that such Investor the Purchaser informs such Person that such information is confidential and directs such Person to maintain the confidentiality of such information; or (iv) as may otherwise be required by law, regulation, rule, court order or subpoena, provided that the Investor such Purchaser promptly notifies the Company of such disclosure and takes reasonable steps to minimize the extent of any such required disclosure. View More
Confidentiality. Each The Investor agrees that such Investor will to keep confidential and will not disclose, divulge, or use for any purpose (other than to monitor its investment in the Company) any confidential information obtained from the Company pursuant to the terms of this Agreement (including notice of the Company's intention to file a registration statement), letter agreement, unless such confidential information (a) is known or becomes known to the public in general (other than as a result of a breach ...of this Subsection 4 Section 7 by such the Investor), (b) is or has been independently developed or conceived by the Investor without use of the Company's confidential information, or (c) is or has been made known or disclosed to the Investor by a third party without party, that to the actual knowledge of the Investor, is not a breach of any obligation of confidentiality such third party may have owed to the Company; provided, however, that an the Investor may disclose confidential information (i) to its attorneys, accountants, consultants, and other professionals to the extent necessary to obtain their services in connection with monitoring its investment in the Company; Company, (ii) to any prospective purchaser of any Registrable Securities from such Investor, if such prospective purchaser agrees to be bound by the provisions of this Subsection 4 and is not a competitor; (iii) to any Affiliate, affiliate, partner, member, stockholder, or wholly owned subsidiary of such the Investor in the ordinary course of business, provided that such the Investor informs such Person person that such information is confidential and directs such Person person to maintain the confidentiality of such information; information or (iv) (iii) as may otherwise be required by law, provided that the Investor promptly notifies the Company of such disclosure and takes reasonable -7- steps to minimize the extent of any such required disclosure. The Investor shall be responsible for any action by a person to whom the Investor discloses confidential information pursuant to clauses (i) or (ii) of the foregoing sentence that if taken by the Investor, would be a breach of this Section 7. Notwithstanding anything to the contrary set forth herein, the Investor may identify its investment in the Company and the value of the Investor's security holdings in the Company in accordance with applicable investment reporting and disclosure regulations or bona fide internal policies and respond to routine examinations, demands, requests or reporting requirements of a regulatory authority having jurisdiction over the Investor not specifically targeting the Company or such confidential information, without prior notice to or consent from the Company. The confidentiality obligations referenced herein will survive the termination of any rights in this letter agreement. View More
Confidentiality. Each Investor agrees that such Investor it will keep confidential and will not disclose, divulge, or use for any purpose (other than to monitor its investment in the Company) any confidential information obtained from the Company pursuant to the terms of this Agreement (including notice of the Company's intention to file a registration statement), Registration Statement), unless such confidential information (a) is known or becomes known to the public in general (other than as a result of a brea...ch of this Subsection 4 Section 9 by such Investor), (b) is or has been independently developed or conceived by the such Investor without use of the Company's confidential information, or (c) is or has been made known or disclosed to the such Investor by a third party without a breach of any obligation of confidentiality such third party may have to the Company; provided, however, that an Investor may disclose confidential information (i) to its attorneys, accountants, 12 consultants, and other professionals to the extent necessary to obtain their services in connection with monitoring its investment in the Company; Company or (ii) to any prospective purchaser of any Registrable Securities from such Investor, if such prospective purchaser agrees to be bound by the provisions of this Subsection 4 and is not a competitor; (iii) to any Affiliate, partner, member, stockholder, or wholly owned subsidiary of such Investor in the ordinary course of business, provided that such Investor informs such Person that such information is confidential and directs such Person to maintain the confidentiality of such information; or (iv) as may otherwise be required by law, law; provided that the such Investor promptly notifies the Company (to the extent lawful) of such disclosure pursuant to this subsection (ii) and takes reasonable steps to minimize the extent of any such required disclosure. Each Investor shall, and shall cause its Affiliates, officers, directors, employees, accountants, counsel and consultants to, comply with applicable laws regarding insider trading in the Company's securities to the extent that any of them is in possession of confidential information obtained from the Company. View More
Confidentiality. Each Investor agrees that such Investor will to keep confidential and will not disclose, divulge, or use for any purpose (other than to monitor its investment in the Company) any confidential information obtained from the Company pursuant to the terms of this Agreement (including notice of the Company's intention to file a registration statement), letter agreement, unless such confidential information (a) is known or becomes known to the public in general (other than as a result of a breach of t...his Subsection 4 Section 7 by such Investor), (b) is or has been independently developed or conceived by the such Investor without use of the Company's confidential information, or (c) is or has been made known or disclosed to the such Investor by a third party without party, that to the actual knowledge of such Investor, is not a breach of any obligation of confidentiality such third party may have owed to the Company; provided, however, that an such Investor may disclose confidential information (i) to its attorneys, accountants, consultants, and other professionals to the extent necessary to obtain their services in connection with monitoring its investment in the Company; Company, (ii) to any prospective purchaser of any Registrable Securities from such Investor, if such prospective purchaser agrees to be bound by the provisions of this Subsection 4 and is not a competitor; (iii) to any Affiliate, affiliate, partner, member, stockholder, or wholly owned subsidiary of such Investor in the ordinary course of business, provided that such Investor informs such Person person that such information is confidential and directs such Person person to maintain the confidentiality of such information; information or (iv) (iii) as may otherwise be required by law, provided that the such Investor promptly notifies the Company of such disclosure and takes reasonable steps to minimize the extent of any such required disclosure. An Investor shall be responsible for any action by a person to whom such Investor discloses confidential information pursuant to clauses (i) or (ii) of the foregoing sentence that if taken by such Investor, would be a breach of this Section 7. Notwithstanding anything to the contrary set forth herein, each Investor may identify its investment in the Company and the value of such Investor's security holdings in the Company in accordance with applicable investment reporting and disclosure regulations or bona fide internal policies and respond to routine examinations, demands, requests or reporting requirements of a regulatory authority having jurisdiction over such Investor not specifically targeting the Company or such confidential information, without prior notice to or consent from the Company. The confidentiality obligations referenced herein will survive the termination of any rights in this letter agreement. View More
Confidentiality. Each Investor Rights Holder agrees that such Investor will keep confidential and will not disclose, divulge, or use for any purpose (other than to monitor its investment in the Company) any confidential information obtained from the Company pursuant to the terms of this Agreement and the Purchase Agreement (including notice of the Company's intention to file a registration statement), unless such confidential information (a) is known or becomes known to the public in general (other than as a res...ult of a breach of this Subsection 4 Section 6 by such Investor), (b) is or has been independently developed or conceived by the such Investor without use of the Company's confidential information, or (c) is or has been made known or disclosed to the such Investor by a third party without a breach of any obligation of confidentiality such third party may have to the Company; or (d) is required to be disclosed by Generex pursuant to its reporting obligations under applicable securities law. provided, however, that an Investor may disclose confidential information (i) to its attorneys, accountants, consultants, and other professionals to the extent necessary to obtain their services in connection with monitoring its investment in the Company; or (ii) to any prospective purchaser of any Registrable Securities from such Investor, if such prospective purchaser agrees to be bound by the provisions of this Subsection 4 and is not a competitor; (iii) to any Affiliate, partner, member, stockholder, or wholly owned subsidiary of such Investor in the ordinary course of business, provided that such Investor informs such Person that such information is confidential and directs such Person to maintain the confidentiality of such information; or (iv) as may otherwise be required by law, regulation, rule, court order or subpoena, provided that the such Investor promptly notifies the Company of such disclosure and takes reasonable steps to minimize the extent of any such required disclosure. View More
Confidentiality. Each Investor agrees that such Investor will shall keep confidential and will shall not disclose, divulge, divulge or use for any purpose (other than to monitor its investment in the Company) any confidential information obtained from the Company pursuant to the terms of this Agreement (including or the Purchase Agreement or any other Transaction Agreements (as defined in the Purchase Agreement) (including, without limitation, notice of the Company's intention to file a registration statement),...statement or the terms or existence of any equity or debt financing of the Company), unless such confidential information (a) is known or becomes known to the public in general (other than as a result of a breach of this Subsection 4 Section 16 by such Investor), (b) is or has been independently developed or conceived by the Investor without use of the Company's confidential information, or (c) is or has been made known or disclosed to the Investor by a third party without a breach of any obligation of confidentiality such third party may have to the Company; provided, however, that an Investor may disclose confidential information (i) to its attorneys, accountants, consultants, and other professionals to the extent necessary to obtain their services in connection with monitoring its investment in the Company; (ii) to any prospective purchaser of any Registrable Securities from such Investor or seller of any Registrable Securities to such Investor, if such prospective purchaser purchaser, or seller, as applicable, agrees to be bound by the provisions of this Subsection 4 and is not a competitor; Section 16; (iii) to any Affiliate, affiliate, partner, member, stockholder, or wholly owned subsidiary of such Investor in the ordinary course of business, provided that such Investor informs such Person person that such information is confidential and directs such Person person to maintain the confidentiality of such information; or (iv) as may otherwise be required by law, provided that the Investor promptly notifies the Company of such disclosure and takes reasonable steps to minimize the extent of any such required disclosure. Notwithstanding the foregoing, each Investor registered as an "Investment Company" under the Investment Company Act of 1940, as amended, shall be permitted to make disclosures consistent with such Investor's policies, procedures and practices. View More
