Confidentiality Contract Clauses (6,369)

Confidentiality. Franchisee acknowledges that Franchisor is willing to enter into this Addendum subject to the condition that Franchisee maintains the confidentiality of this Addendum as set forth in this paragraph. Franchisee agrees that it will maintain the confidentiality of this Addendum and will not permit the terms hereof or the content of discussions between Franchisee and Franchisor or their 3 representatives related hereto to be disclosed to any parties other than the parties hereto and Franchisee's off...icers, shareholders, attorneys and accountants and also agrees that it shall cause any party to which it discloses such terms or conditions to maintain the confidentiality of such information and not to disclose such information to any parties other than those to whom Franchisee is permitted to make disclosures under this paragraph. Franchisor acknowledges that this paragraph shall not prohibit Franchisee from making disclosures required by law. Franchisee agrees however, that prior to making such disclosure it shall provide Franchisor with prompt notice of such requirement and shall cooperate with Franchisor in seeking a protective order waiving such disclosure and obtaining reliable assurance that confidential treatment will be accorded to any confidential information disclosed. Franchisor further acknowledges that this paragraph shall not prohibit Franchisee from making public disclosures regarding the existence of its Exclusive Territories in Miami-Dade, Broward, Lee, Collier, St. Lucie, Martin, Palm Beach, Sarasota, Manatee, Orange, Osceola and Seminole Counties in accordance with the provisions of paragraph 1 herein, subparagraph 3.02.2(a) of the Residential Exclusivity Amendment or in any other amendment, addendum or exhibit to the Franchise Agreement. View More

Confidentiality. The Employee recognizes that as an employee of Employer, Employee will have access to and may participate in the origination of non-public, proprietary and confidential information for both MainStreet and Bank and that Employee owes a fiduciary duty to the Employer in addition to Employee's contractual obligation hereunder with respect to such confidential information. Confidential information may include, but is not limited to, trade secrets, customer lists and information, internal corporate p...lanning, strategic plans, methods of marketing and operation, and other data or information of or concerning MainStreet or Bank in which Employer has an interest or customers of MainStreet and/or Bank that is not generally known to the public or in the banking industry. The Employee agrees that, as a condition to his employment by Employer, Employee agrees never to make a disclosure of confidential information to a third party or use confidential information other than for the exclusive benefit of MainStreet or Bank. View More

Confidentiality. The provisions of this Agreement will be held in strictest confidence by you and will not be publicized or disclosed in any manner whatsoever; provided, however, that: (a) you may disclose this Agreement in confidence to your attorney, accountant, auditor, tax preparer, and financial advisor and (b) you may disclose this Agreement insofar as such disclosure may be required by law, including, without limitation, applicable U.S. securities laws.

Confidentiality. (a) Executive may not at any time (whether during or after Executive's employment with the Company), disclose, divulge, reveal, communicate, share, transfer or provide access to any Confidential Information that he may obtain during his employment by the Company to any other Person, except (A) in connection with performing his duties for the Company or its subsidiaries, (B) to the Company or its subsidiaries, or to any authorized (or apparently authorized) agent or representative of any of them,... (C) when required to do so by law or regulation or by a court, governmental agency, legislative body, arbitrator or other person with apparent jurisdiction to order him to communicate, divulge or make accessible any such confidential information, (D) in the course of any proceeding under Sections 7 or 8(d) of this Agreement, or (E) in confidence to any attorney or other professional advisor for the purposes of securing professional advice. For purposes of this Agreement, "Confidential Information" shall mean any proprietary or confidential information of the Company and its subsidiaries, and includes, without limitation, trade secrets, know-how, research and development, software, databases, inventions, processes, formulae, technology, designs and other intellectual property, information concerning finances, investments, profits, pricing, costs, products, services, vendors, customers, clients, partners, investors, personnel, compensation, recruiting, training, advertising, sales, marketing, promotions, government and regulatory activities and approvals; provided, however, that the term Confidential Information shall not include any document, record, data, compilation or other information that is known or generally available to the public, or within any trade or industry of the Company or any of its affiliates, other than as a result of Executive's violation of this Section 6, or not otherwise considered confidential by persons within such trade or industry. (b) Except as required by law, Executive will not disclose to anyone, other than Executive's family (it being understood that, in this Agreement, the term "family" refers to Executive, Executive's spouse, minor children, parents and spouse's parents) and legal, financial or other professional advisors, the existence or contents of this Agreement; provided, however, that Executive may disclose to any prospective future employer the provisions of Section 6 of this Agreement; provided they agree to maintain the confidentiality of such terms. This Section 6 shall terminate if the Company publicly discloses a copy of this Agreement (or, if the Company publicly discloses summaries or excerpts of this Agreement, to the extent so disclosed). (c) Upon termination of Executive's employment with the Company for any reason, Executive shall (A) cease and not thereafter commence use of any Confidential Information or intellectual property (including without limitation, any patent, invention, copyright, trade secret, trademark, trade name, logo, domain name or other source indicator) owned or used by the Company, its subsidiaries or affiliates; and (B) immediately destroy, delete, Page 4 or return to the Company, at the Company's option and expense, all originals and copies in any form or medium (including memoranda, books, papers, plans, computer files, letters and other data) in Executive's possession or control (including any of the foregoing stored or located in Executive's office, home, laptop or other computer, whether or not Company property) that contain Confidential Information or otherwise relate to the Business of the Company and its subsidiaries, except that Executive may retain only those portions of any personal notes, notebooks and diaries that do not contain any Confidential Information. For purposes of this Agreement, "Business" shall mean the business of owning and operating retail shopping centers. (d) This Section 6 survives termination of this Agreement. View More

Confidentiality. The parties hereto agree that each shall treat confidentially all information provided by each party to the other regarding its business and operations. All confidential information provided by a party hereto, including nonpublic personal information pursuant to Regulation S-P of the SEC, shall be used by any other party hereto solely for the purpose of rendering services pursuant to this Agreement and, except as may be required in carrying out this Agreement, shall not be disclosed to any third... party, without the prior consent of such providing party. The foregoing shall not be applicable to any information that is publicly available when provided or thereafter becomes publicly available other than through a breach of this Agreement, or that is requested or required to be disclosed by any governmental or regulatory authority, including in connection with any required regulatory filings or examinations, by legal counsel of either of the parties hereto, by judicial or administrative process or otherwise by applicable law or regulation. Notwithstanding the foregoing, the Company hereby consents and authorizes the Investment Manager and its affiliates to use and disclosure confidential information relating to the Company in connection with (a) the preparation of performance information relating to the Company and (b) in connection with any contemplated sale of the outstanding equity or assets of the Investment Manager, Administrator, or any person who may be deemed to "control" either of the Investment Manager or the Administrator, in each case within the meaning of the Investment Company Act. View More

Confidentiality. During the Grantee's employment with the Company and/or any of its subsidiaries and at all times following the Grantee's termination of employment with the Company for any reason, the Grantee will not, in any way, directly or indirectly, either for the Grantee or any other person or entity, whether paid or unpaid, reveal, divulge, or make known to any person, firm or corporation any confidential information, or take any other action, in violation of the Confidential Information Policy in the Com...pany's Code of Business Conduct & Ethics. Should the Grantee breach the terms of this Section 28, the Company reserves the right 5 Restricted Stock Unit Agreement (Performance-Based) Ronald McCray to enforce the terms herein in court and seek any and all remedies available to it in equity and law, and the Grantee agrees to pay the Company's attorneys' fees and costs should it succeed on its claim(s). Further, should the Grantee breach the terms of this Section 28, the Grantee will forfeit any right to the RSUs or Shares issued hereunder, subject to the terms and conditions of the Plan, and the Grantee agrees to pay the Company's attorneys' fees and costs incurred in recovering such RSUs or Shares issued pursuant hereto. View More

Confidentiality. The Advisor, CMF and the Partnership each acknowledge and agree that during the course of their association with one another, each party may receive and have access to certain information, data, notes, analyses, records, and materials of the other party, including, without limitation, information concerning the other party's business affairs, CMF and the Partnership's management arrangement with the Advisor and investment strategies, and all information regarding the Advisor, CMF and the Partner...ship (collectively, the "Confidential Information"). The term "Confidential Information" does not include information which (i) was or becomes generally available to the public other than as a result of a disclosure by the receiving party or its representatives in violation hereof, (ii) was or becomes available to the receiving party on a non-confidential basis prior to its disclosure by the disclosing party or its representatives or agents to the receiving party or its representatives, (iii) becomes available to the receiving party or its representatives on a non-confidential basis from a source other than the disclosing party or its representatives or agents, provided that such source is not known to the receiving party to be bound by a confidentiality agreement with the disclosing party or its representatives or agents or otherwise prohibited from transmitting the information to the receiving party or its representatives by a contractual, legal or fiduciary obligation, or (iv) is independently developed by the receiving party or on its behalf, provided that such development was by the receiving party or on the receiving party's behalf without the use of, or any reference to, the Confidential Information. None of the parties shall disclose to third parties or use any other party's Confidential Information without such other party's prior written consent, except as otherwise contemplated herein or as required by applicable law, a court of competent jurisdiction or any regulatory or self-regulatory organization, or as necessary to carry out its duties pursuant to this Agreement. View More

Confidentiality. You agree not to disclose to or discuss with any person (including any partner or employee of PJT Holdings), other than the Chief Executive Officer, Chief Financial Officer or General Counsel of PJT Partners Inc., members of PJT Holdings' financial, human resources, legal, tax and accounting staff who participate in the preparation or ongoing administration of this Partner Agreement, and other persons designated by such Chief Executive Officer or Chief Financial Officer, any information relating... to the contents or subject matter of this Partner Agreement or the Partnership Agreement, except (i) to the extent reasonably necessary or appropriate to perform your duties and responsibilities hereunder, including, without limitation, furthering the interests of PJT Holdings and/or developing new business for PJT Holdings (provided, that information relating to the economic terms and conditions of this Partner Agreement will not be so used by you without the prior consent of such Chief Executive Officer or Chief Financial Officer), (ii) to the extent reasonably necessary to enforce your rights hereunder, (iii) to the extent already disclosed by PJT Holdings or its affiliates in any publicly available filings with the Securities and Exchange Commission, (iv) with the prior written consent of such Chief Executive Officer or Chief Financial Officer, (v) as required by law, regulation or legal process or by any regulatory or self-regulatory organization having jurisdiction, and (vi) that the contents of this Partner Agreement may be disclosed to your counsel, spouse and/or tax, accounting and financial advisors; provided, that you undertake that such counsel, spouse and tax, accounting and financial advisors will comply with the restrictions set forth in this Section 8. Without limiting the generality of the foregoing, only the terms of the restrictions referred to in Section I of the Non-Competition Agreement may be disclosed to any prospective future employers upon request in connection with your application for employment. The foregoing exceptions to the confidentiality provisions of this Section 8 also shall apply to the confidentiality provisions of Section II.A of the Non-Competition Agreement. View More

Confidentiality. EMPLOYEE agrees that the existence of this Agreement and its terms and conditions are to be held in strict confidence. EMPLOYEE further agrees not to disclose the existence or terms of this Agreement to any past, present or future agent or employee of COMPANY or any other individual or entity except EMPLOYEE'S spouse, his tax consultants, accountants and attorneys, state and federal taxing authority (if required and upon request), or as may be otherwise required by law. This provision will not p...revent EMPLOYEE from disclosing the fact that COMPANY employed him through November 6, 2015. View More

Confidentiality. Each of Mr. Morris, Mrs. Morris and the Trustee agrees that the negotiations leading to this Agreement, the amount of the Settlement Payment, and the terms of this Agreement (collectively, "Confidential Settlement Information") will be forever treated as confidential, and that confidentiality is a material term of this Agreement. To any inquiries about a dispute between the Parties, each of Mr. Morris, Mrs. Morris and the Trustee will respond only that the matter has been resolved. Each of Mr. M...orris, Mrs. Morris and the Trustee will not disclose Confidential Settlement Information to anyone at any time, except Mr. Morris and the Trustee may disclose the terms of this Agreement to their accountants, attorneys and tax advisors on the condition that they agree to be bound by the confidentiality obligations herein. In the event any of Mr. Morris, Mrs. Morris or the Trustee are served with a demand or compulsory process requiring the disclosure of this Agreement, or any of its terms, he or his attorney will provide the Corporation, or its counsel, with written notice of such demand or compulsory process as soon as possible and in all events within five (5) business days of its receipt. Thereafter, the Corporation will be permitted to take any action necessary to prevent the disclosure of such information or to obtain a protective order or other relief. Notwithstanding anything herein to the contrary, nothing in this Agreement shall (i) prohibit Mr. Morris from making reports of possible violations of federal law or regulation to any governmental agency or entity in accordance with the provisions of and rules promulgated under Section 21F of the Exchange Act or Section 806 of the Sarbanes-Oxley Act of 2002, or of any other whistleblower protection provisions of state or federal law or regulation, or (ii) require notification or prior approval by the Company of any reporting described in clause (i). View More