premise
stringlengths
64
2.61k
hypothesis
stringclasses
17 values
label
class label
3 classes
This Material shall include, without limitation: (i) Data and/or Studies acquired, licensed, developed or contracted or obligated for by the Consortium pursuant to Section 10 of the Consortium Agreement; (ii) Registration Dossier - technical dossier comprising studies, including test results; study summaries; proposals for testing; classification and labelling; guidance on safe use; plus a chemical safety report; and (iii) draft Registration Dossier, interim and working documents related to the preparation of the Registration Dossier, know-how, technical information, researches, methods, practices, procedures, processes, formulas and more generally any information with respect to substances that is made available, in written or oral form, to the Receiving Party by the Consortium and/or the Consortium Members.
Confidential Information may include verbally conveyed information.
2neutral
For a period of eighteen months following the execution of this agreement to the Receiving Party shall not, directly or indirectly hire, solicit, or encourage to leave the Disclosing Party employment, any employee, contractor or player of the Disclosing Party or hire any such employee or contractor who has left the Disclosing Parties employment, contractual engagement or player within one year of such employment or engagement, the Receiving Party.
Receiving Party shall not solicit some of Disclosing Party's representatives.
1entailment
The Receiving Party shall not be subject to the obligations of this Agreement with respect to Material which: a. is or becomes known publicly through no wrongful act of the Receiving Party; or b. was already known to the Receiving Party at the time of disclosure hereunder as shown by the Receiving Party’s prior written records; or c. is learned by the Receiving Party from a third party under no obligation to the Consortium; or d. is independently developed by an employee, agent, or consultant of the Receiving Party with no knowledge of disclosure hereunder;
Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors).
2neutral
1. In consideration of the disclosure of Proprietary Information by the Disclosing Party, the Receiving Party hereby agrees: (i) to hold the Proprietary Information in strict confidence and to take all reasonable precautions to protect such Proprietary Information (including, without limitation, all precautions the Receiving Party employs with respect to its own confidential materials), (ii) not to disclose any such Proprietary Information or any information derived there from to any third person, (iii) not to make any use whatsoever at any time of such Proprietary Information except to evaluate internally its relationship with the Disclosing Party, and (iv) not to copy or reverse engineer any such Proprietary Information.
Receiving Party may create a copy of some Confidential Information in some circumstances.
0contradiction
The Receiving Party may make disclosures required by law or court order provided the Receiving Party uses diligent reasonable efforts to limit disclosure and has allowed the Disclosing Party to seek a protective order.
Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information.
1entailment
2. Without granting any right or license, the Disclosing Party agrees that the foregoing shall not apply with respect to any information after five years following the disclosure thereof or any information that the Receiving Party can document (i) is or becomes (through no improper action or inaction by the Receiving Party or any affiliate, agent, consultant or employee) generally available to the public, or (ii) was in its possession or known by it prior to receipt from the Disclosing Party as evidenced in writing, except to the extent that such information was unlawfully appropriated, or (iii) was rightfully disclosed to it by a third party, or
Receiving Party may acquire information similar to Confidential Information from a third party.
1entailment
The Receiving Party may make disclosures required by law or court order provided the Receiving Party uses diligent reasonable efforts to limit disclosure and has allowed the Disclosing Party to seek a protective order.
Receiving Party may share some Confidential Information with some of Receiving Party's employees.
2neutral
1. In consideration of the disclosure of Proprietary Information by the Disclosing Party, the Receiving Party hereby agrees: (i) to hold the Proprietary Information in strict confidence and to take all reasonable precautions to protect such Proprietary Information (including, without limitation, all precautions the Receiving Party employs with respect to its own confidential materials), (ii) not to disclose any such Proprietary Information or any information derived there from to any third person, (iii) not to make any use whatsoever at any time of such Proprietary Information except to evaluate internally its relationship with the Disclosing Party, and
Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement.
1entailment
1. In consideration of the disclosure of Proprietary Information by the Disclosing Party, the Receiving Party hereby agrees: (i) to hold the Proprietary Information in strict confidence and to take all reasonable precautions to protect such Proprietary Information (including, without limitation, all precautions the Receiving Party employs with respect to its own confidential materials), (ii) not to disclose any such Proprietary Information or any information derived there from to any third person, (iii) not to make any use whatsoever at any time of such Proprietary Information except to evaluate internally its relationship with the Disclosing Party, and (iv) not to copy or reverse engineer any such Proprietary Information.
Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information.
2neutral
The Receiving Party shall immediately return to the Disclosing Party all written Confidential Information of the Disclosing Party and any and all records, notes and other written, printed or tangible materials pertaining to such Confidential Information upon receipt of a written request from the Disclosing Party.
Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement.
1entailment
All Confidential Information and all intellectual property rights therein shall remain the property of the Disclosing Party and no license or other right to Confidential Information is granted or implied hereby.
Agreement shall not grant Receiving Party any right to Confidential Information.
1entailment
2. Without granting any right or license, the Disclosing Party agrees that the foregoing shall not apply with respect to any information after five years following the disclosure thereof or any information that the Receiving Party can document (i) is or becomes (through no improper action or inaction by the Receiving Party or any affiliate, agent, consultant or employee) generally available to the public, or (ii) was in its possession or known by it prior to receipt from the Disclosing Party as evidenced in writing, except to the extent that such information was unlawfully appropriated, or (iii) was rightfully disclosed to it by a third party, or (iv) was independently developed without use of any Proprietary Information of the Disclosing Party.
Receiving Party shall not disclose the fact that Agreement was agreed or negotiated.
2neutral
For purposes of this Agreement, "Confidential Information" shall mean information disclosed by the disclosing party (the "Disclosing Party") to the receiving party (the "Receiving Party") which relates to product plans, designs, costs, prices and names, finances, marketing plans, business opportunities, research, development, know-how, or personnel, including confidential information disclosed by third parties and information relating to any type of technology; provided that information disclosed by the Disclosing Party will be considered Confidential Information by the Receiving Party only if such information is conspicuously designated as "Confidential"
Confidential Information shall only include technical information.
0contradiction
For purposes of this Agreement, "Confidential Information" shall mean information disclosed by the disclosing party (the "Disclosing Party") to the receiving party (the "Receiving Party") which relates to product plans, designs, costs, prices and names, finances, marketing plans, business opportunities, research, development, know-how, or personnel, including confidential information disclosed by third parties and information relating to any type of technology; provided that information disclosed by the Disclosing Party will be considered Confidential Information by the Receiving Party only if such information is conspicuously designated as "Confidential" (i) in writing, if communicated in writing, or (ii) confirmed in writing within thirty (30) days of disclosure, if disclosed orally or in other non-tangible form; and provided further that Confidential Information shall not include information that (A) is now or subsequently becomes generally available to the public through no fault or breach on the part of the Receiving Party; (B) the Receiving Party can demonstrate to have had rightfully in its possession prior to disclosure to the Receiving Party by the Disclosing Party; (C) is independently developed by the Receiving Party without the use of any Confidential Information; or (D) the Receiving Party rightfully obtains from a third party who has the right to transfer or disclose it.
All Confidential Information shall be expressly identified by the Disclosing Party.
1entailment
The term of this Agreement is two (2) years from the Effective Date, provided that the Receiving Party's duty to protect the Disclosing Party's Confidential Information shall survive expiration or termination of this Agreement and shall expire five (2) years from the date of disclosure.
Some obligations of Agreement may survive termination of Agreement.
1entailment
For purposes of this Agreement, "Confidential Information" shall mean information disclosed by the disclosing party (the "Disclosing Party") to the receiving party (the "Receiving Party") which relates to product plans, designs, costs, prices and names, finances, marketing plans, business opportunities, research, development, know-how, or personnel, including confidential information disclosed by third parties and information relating to any type of technology; provided that information disclosed by the Disclosing Party will be considered Confidential Information by the Receiving Party only if such information is conspicuously designated as "Confidential" (i) in writing, if communicated in writing, or (ii) confirmed in writing within thirty (30) days of disclosure, if disclosed orally or in other non-tangible form; and provided further that Confidential Information shall not include information that (A) is now or subsequently becomes generally available to the public through no fault or breach on the part of the Receiving Party; (B) the Receiving Party can demonstrate to have had rightfully in its possession prior to disclosure to the Receiving Party by the Disclosing Party; (C) is independently developed by the Receiving Party without the use of any Confidential Information; or
Receiving Party may independently develop information similar to Confidential Information.
1entailment
The Receiving Party shall immediately return to the Disclosing Party all written Confidential Information of the Disclosing Party and any and all records, notes and other written, printed or tangible materials pertaining to such Confidential Information upon receipt of a written request from the Disclosing Party. At the same time, the Receiving Party shall delete all copies of such records, notes and materials which are stored on its electronic memory devices.
Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information.
0contradiction
For purposes of this Agreement, "Confidential Information" shall mean information disclosed by the disclosing party (the "Disclosing Party") to the receiving party (the "Receiving Party") which relates to product plans, designs, costs, prices and names, finances, marketing plans, business opportunities, research, development, know-how, or personnel, including confidential information disclosed by third parties and information relating to any type of technology; provided that information disclosed by the Disclosing Party will be considered Confidential Information by the Receiving Party only if such information is conspicuously designated as "Confidential" (i) in writing, if communicated in writing, or (ii) confirmed in writing within thirty (30) days of disclosure, if disclosed orally or in other non-tangible form; and provided further that Confidential Information shall not include information that (A) is now or subsequently becomes generally available to the public through no fault or breach on the part of the Receiving Party; (B) the Receiving Party can demonstrate to have had rightfully in its possession prior to disclosure to the Receiving Party by the Disclosing Party; (C) is independently developed by the Receiving Party without the use of any Confidential Information; or (D) the Receiving Party rightfully obtains from a third party who has the right to transfer or disclose it.
Confidential Information may include verbally conveyed information.
1entailment
For a period of eighteen months following the execution of this agreement to the Receiving Party shall not, directly or indirectly hire, solicit, or encourage to leave the Disclosing Party employment, any employee, contractor or player of the Disclosing Party or hire any such employee or contractor who has left the Disclosing Parties employment, contractual engagement or player within one year of such employment or engagement, the Receiving Party.
Receiving Party shall not solicit some of Disclosing Party's representatives.
2neutral
1. In consideration of the disclosure of Proprietary Information by the Disclosing Party, the Receiving Party hereby agrees: (i) to hold the Proprietary Information in strict confidence and to take all reasonable precautions to protect such Proprietary Information (including, without limitation, all precautions the Receiving Party employs with respect to its own confidential materials), (ii) not to disclose any such Proprietary Information or any information derived there from to any third person, (iii) not to make any use whatsoever at any time of such Proprietary Information except to evaluate internally its relationship with the Disclosing Party, and
Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors).
2neutral
1. In consideration of the disclosure of Proprietary Information by the Disclosing Party, the Receiving Party hereby agrees: (i) to hold the Proprietary Information in strict confidence and to take all reasonable precautions to protect such Proprietary Information (including, without limitation, all precautions the Receiving Party employs with respect to its own confidential materials), (ii) not to disclose any such Proprietary Information or any information derived there from to any third person, (iii) not to make any use whatsoever at any time of such Proprietary Information except to evaluate internally its relationship with the Disclosing Party, and (iv) not to copy or reverse engineer any such Proprietary Information.
Receiving Party may create a copy of some Confidential Information in some circumstances.
2neutral
The Receiving Party may disclose Confidential Information if required by a judicial or governmental request, requirement or order; provided that the Receiving Party will take reasonable steps to give the Disclosing Party sufficient prior notice of such request, requirement or order for the Disclosing Party to contest, limit or protect 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
For purposes of this Agreement, "Confidential Information" shall mean information disclosed by the disclosing party (the "Disclosing Party") to the receiving party (the "Receiving Party") which relates to product plans, designs, costs, prices and names, finances, marketing plans, business opportunities, research, development, know-how, or personnel, including confidential information disclosed by third parties and information relating to any type of technology; provided that information disclosed by the Disclosing Party will be considered Confidential Information by the Receiving Party only if such information is conspicuously designated as "Confidential" (i) in writing, if communicated in writing, or (ii) confirmed in writing within thirty (30) days of disclosure, if disclosed orally or in other non-tangible form; and provided further that Confidential Information shall not include information that (A) is now or subsequently becomes generally available to the public through no fault or breach on the part of the Receiving Party; (B) the Receiving Party can demonstrate to have had rightfully in its possession prior to disclosure to the Receiving Party by the Disclosing Party; (C) is independently developed by the Receiving Party without the use of any Confidential Information; or (D) the Receiving Party rightfully obtains from a third party who has the right to transfer or disclose it.
Receiving Party may acquire information similar to Confidential Information from a third party.
1entailment
The Receiving Party shall carefully restrict access to the Confidential Information to those of its officers, directors and employees who clearly need such access in order to participate on behalf of the Receiving Party in the analysis and negotiation of a business relationship or any contract or agreement, or the advisability thereof, with the Disclosing Party and who are bound by written confidentiality agreements that protect third party information.
Receiving Party may share some Confidential Information with some of Receiving Party's employees.
1entailment
Neither party shall reverse engineer, disassemble or decompile any prototypes, software or other tangible objects which embody the other party's Confidential Information and which are provided to the party hereunder.
Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information.
1entailment
The Receiving Party shall immediately return to the Disclosing Party all written Confidential Information of the Disclosing Party and any and all records, notes and other written, printed or tangible materials pertaining to such Confidential Information upon receipt of a written request from the Disclosing Party.
Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement.
2neutral
All documents and other tangible objects containing or representing Confidential Information which have been disclosed by either party to the other party, and all copies thereof which are in the possession of the other party, shall be and remain the property of the disclosing party and shall be promptly returned to the disclosing party upon the disclosing party's written request. No License. Nothing in this Agreement is intended to grant any rights to either party under any patent, mask work right or copyright of the other party, nor shall this Agreement grant any party any rights in or to the Confidential Information of the other party except as expressly set forth herein.
Agreement shall not grant Receiving Party any right to Confidential Information.
1entailment
For purposes of this Agreement, "Confidential Information" shall mean information disclosed by the disclosing party (the "Disclosing Party") to the receiving party (the "Receiving Party") which relates to product plans, designs, costs, prices and names, finances, marketing plans, business opportunities, research, development, know-how, or personnel, including confidential information disclosed by third parties and information relating to any type of technology; provided that information disclosed by the Disclosing Party will be considered Confidential Information by the Receiving Party only if such information is conspicuously designated as "Confidential" (i) in writing, if communicated in writing, or (ii) confirmed in writing within thirty (30) days of disclosure, if disclosed orally or in other non-tangible form; and provided further that Confidential Information shall not include information that (A) is now or subsequently becomes generally available to the public through no fault or breach on the part of the Receiving Party; (B) the Receiving Party can demonstrate to have had rightfully in its possession prior to disclosure to the Receiving Party by the Disclosing Party; (C) is independently developed by the Receiving Party without the use of any Confidential Information; or (D) the Receiving Party rightfully obtains from a third party who has the right to transfer or disclose it.
Receiving Party shall not disclose the fact that Agreement was agreed or negotiated.
2neutral
"Confidential Information" means any information disclosed by either party to the other party, either directly or indirectly, in writing, orally or by inspection of tangible objects, including without limitation documents, prototypes, samples, plant and equipment, research, product plans, products, services, customer lists, software, developments, inventions, processes, designs, drawings, engineering, hardware configuration, marketing materials or finances, which is designated as "Confidential," "Proprietary" or some similar designation.
Confidential Information shall only include technical information.
0contradiction
"Confidential Information" means any information disclosed by either party to the other party, either directly or indirectly, in writing, orally or by inspection of tangible objects, including without limitation documents, prototypes, samples, plant and equipment, research, product plans, products, services, customer lists, software, developments, inventions, processes, designs, drawings, engineering, hardware configuration, marketing materials or finances, which is designated as "Confidential," "Proprietary" or some similar designation. Information communicated orally shall be considered Confidential Information if such information is confirmed in writing as being Confidential Information within a reasonable time after the initial disclosure.
All Confidential Information shall be expressly identified by the Disclosing Party.
1entailment
The obligations of each receiving party hereunder shall survive for a period of five years after the disclosure of the Confidential Information or until such time as all Confidential Information of the other party disclosed hereunder becomes publicly known and made generally available through no action or inaction of the receiving party, whichever is earlier.
Some obligations of Agreement may survive termination of Agreement.
1entailment
Confidential Information shall not, however, include any information which (i) was publicly known and made generally available in the public domain prior to the time of disclosure by the disclosing party; (ii) becomes publicly known and made generally available after disclosure by the disclosing party to the receiving party through no action or inaction of the receiving party; (iii) is already in the possession of the receiving party at the time of disclosure by the disclosing party as shown by the receiving party's files and records immediately prior to the time of disclosure; (iv) is obtained by the receiving party from a third party without a breach of such third party's obligations of confidentiality; (v) is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information, as shown by documents and other competent evidence in the receiving party's possession; or
Receiving Party may independently develop information similar to Confidential Information.
1entailment
The Receiving Party shall immediately return to the Disclosing Party all written Confidential Information of the Disclosing Party and any and all records, notes and other written, printed or tangible materials pertaining to such Confidential Information upon receipt of a written request from the Disclosing Party.
Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information.
2neutral
"Confidential Information" means any information disclosed by either party to the other party, either directly or indirectly, in writing, orally or by inspection of tangible objects, including without limitation documents, prototypes, samples, plant and equipment, research, product plans, products, services, customer lists, software, developments, inventions, processes, designs, drawings, engineering, hardware configuration, marketing materials or finances, which is designated as "Confidential," "Proprietary" or some similar designation. Information communicated orally shall be considered Confidential Information if such information is confirmed in writing as being Confidential Information within a reasonable time after the initial disclosure.
Confidential Information may include verbally conveyed information.
1entailment
The term of this Agreement is two (2) years from the Effective Date, provided that the Receiving Party's duty to protect the Disclosing Party's Confidential Information shall survive expiration or termination of this Agreement and shall expire five (2) years from the date of disclosure.
Receiving Party shall not solicit some of Disclosing Party's representatives.
2neutral
Each party shall disclose Confidential Information only to those officers, directors, employees and contractors who are required to have the information in order to evaluate or engage in discussions concerning the contemplated business relationship, and such party shall remain responsible for compliance with the terms of this Agreement by its officers, directors, employees and contractors.
Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors).
1entailment
If any party makes copies of the Confidential Information of the other party, such copies shall also constitute Confidential Information and any and all confidential markings on such documents shall be maintained.
Receiving Party may create a copy of some Confidential Information in some circumstances.
1entailment
Confidential Information shall not, however, include any information which (i) was publicly known and made generally available in the public domain prior to the time of disclosure by the disclosing party; (ii) becomes publicly known and made generally available after disclosure by the disclosing party to the receiving party through no action or inaction of the receiving party; (iii) is already in the possession of the receiving party at the time of disclosure by the disclosing party as shown by the receiving party's files and records immediately prior to the time of disclosure; (iv) is obtained by the receiving party from a third party without a breach of such third party's obligations of confidentiality; (v) is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information, as shown by documents and other competent evidence in the receiving party's possession; or (vi) is required by law to be disclosed by the receiving party, provided that the receiving party gives the disclosing party prompt written notice of such requirement prior to such disclosure and assistance in obtaining an order protecting the information from public 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
Confidential Information shall not, however, include any information which (i) was publicly known and made generally available in the public domain prior to the time of disclosure by the disclosing party; (ii) becomes publicly known and made generally available after disclosure by the disclosing party to the receiving party through no action or inaction of the receiving party; (iii) is already in the possession of the receiving party at the time of disclosure by the disclosing party as shown by the receiving party's files and records immediately prior to the time of disclosure; (iv) is obtained by the receiving party from a third party without a breach of such third party's obligations of confidentiality;
Receiving Party may acquire information similar to Confidential Information from a third party.
1entailment
Each party shall disclose Confidential Information only to those officers, directors, employees and contractors who are required to have the information in order to evaluate or engage in discussions concerning the contemplated business relationship, and such party shall remain responsible for compliance with the terms of this Agreement by its officers, directors, employees and contractors.
Receiving Party may share some Confidential Information with some of Receiving Party's employees.
1entailment
Each party shall not use the Confidential Information of the other party for any purpose except to evaluate and engage in discussions concerning a potential business relationship between the parties.
Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement.
1entailment
Neither party shall reverse engineer, disassemble or decompile any prototypes, software or other tangible objects which embody the other party's Confidential Information and which are provided to the party hereunder.
Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information.
2neutral
"Confidential Information" means any information disclosed by either party to the other party, either directly or indirectly, in writing, orally or by inspection of tangible objects, including without limitation documents, prototypes, samples, plant and equipment, research, product plans, products, services, customer lists, software, developments, inventions, processes, designs, drawings, engineering, hardware configuration, marketing materials or finances, which is designated as "Confidential," "Proprietary" or some similar designation.
Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement.
2neutral
6.2. Except as provided herein, no right or license whatsoever, either expressed or implied, is granted to either party pursuant to this Agreement under any patent, patent application, trademark, copyright or other proprietary right now or hereafter owned or controlled by the other party.
Agreement shall not grant Receiving Party any right to Confidential Information.
1entailment
Confidential Information shall not, however, include any information which (i) was publicly known and made generally available in the public domain prior to the time of disclosure by the disclosing party; (ii) becomes publicly known and made generally available after disclosure by the disclosing party to the receiving party through no action or inaction of the receiving party; (iii) is already in the possession of the receiving party at the time of disclosure by the disclosing party as shown by the receiving party's files and records immediately prior to the time of disclosure; (iv) is obtained by the receiving party from a third party without a breach of such third party's obligations of confidentiality;
Receiving Party shall not disclose the fact that Agreement was agreed or negotiated.
2neutral
(A) The parties wish to enter into business discussions and pursuant thereto each of the parties wish to disclose confidential information to the other party hereto about their own intellectual property, business affairs and methods of work.
Confidential Information shall only include technical information.
0contradiction
All documents and other tangible objects containing or representing Confidential Information which have been disclosed by either party to the other party, and all copies thereof which are in the possession of the other party, shall be and remain the property of the disclosing party and shall be promptly returned to the disclosing party upon the disclosing party's written request. No License. Nothing in this Agreement is intended to grant any rights to either party under any patent, mask work right or copyright of the other party, nor shall this Agreement grant any party any rights in or to the Confidential Information of the other party except as expressly set forth herein.
All Confidential Information shall be expressly identified by the Disclosing Party.
2neutral
9.4. This Agreement shall apply without limit of time to all Confidential Information disclosed in connection with the Purpose.
Some obligations of Agreement may survive termination of Agreement.
1entailment
Confidential Information shall not, however, include any information which (i) was publicly known and made generally available in the public domain prior to the time of disclosure by the disclosing party; (ii) becomes publicly known and made generally available after disclosure by the disclosing party to the receiving party through no action or inaction of the receiving party; (iii) is already in the possession of the receiving party at the time of disclosure by the disclosing party as shown by the receiving party's files and records immediately prior to the time of disclosure; (iv) is obtained by the receiving party from a third party without a breach of such third party's obligations of confidentiality; (v) is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information, as shown by documents and other competent evidence in the receiving party's possession; or
Receiving Party may independently develop information similar to Confidential Information.
2neutral
7.1. Each party shall forthwith upon request by the other return to the other all Confidential Information (including, without limitation, all summaries, copies and excerpts of Confidential Information), and other information, given to it by the other and shall expunge and destroy all Confidential Information from any equipment or other device in its possession or control. Furthermore, the receiving party shall destroy all copies of analyses, compilations, studies or other documents or derivative works which contain any Confidential Information.
Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information.
0contradiction
“Confidential Information” shall mean all information in whatever form, whether imparted orally or in writing or by other medium including all copies of the same which one party hereto discloses to the other pursuant to the Purpose.
Confidential Information may include verbally conveyed information.
1entailment
4.1. The provisions of this Agreement shall not apply to information: 4.1.1. publicly available prior to the date of this Agreement or that is made publicly available on or after the date of this Agreement by the Disclosing Party without restriction; 4.1.2. that is independently obtained by the Receiving Party without breach by it of any obligation of confidentiality; 4.1.3. already in the Receiving Party's possession and was lawfully received from sources other than the Disclosing Party; 4.1.4. which is required to be disclosed by law, provided that, to the extent the Receiving Party is not prohibited from doing so by law, it undertakes to give the Disclosing Party not less than two business days’ notice of such requirement of disclosure and, to such extent, will make such disclosure in the manner and with the content agreed by the Disclosing Party.
Receiving Party shall not solicit some of Disclosing Party's representatives.
2neutral
2.1. A Receiving Party agrees: 2.1.1. to keep the Confidential Information of the other strictly confidential and not copy, supply or make the same available to any person other than as permitted in Clauses 2.1.2 and 2.1.3 below; 2.1.2. to use the Confidential Information of the other solely in, and to the extent necessary for the Purpose and not to copy or use any Confidential Information of the other save to the extent necessary for the Purpose; 2.1.3. not to disclose any Confidential Information to any person or entity other than to such of its employees who need to know for the Purpose (“Permitted Disclosees”), provided that the Receiving Party shall ensure that its Permitted Disclosees keep all Confidential Information confidential and only use it on the terms of this Agreement, as if such Permitted Disclosees were party to this Agreement.
Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors).
0contradiction
2.1. A Receiving Party agrees: 2.1.1. to keep the Confidential Information of the other strictly confidential and not copy, supply or make the same available to any person other than as permitted in Clauses 2.1.2 and 2.1.3 below;
Receiving Party may create a copy of some Confidential Information in some circumstances.
0contradiction
4.1. The provisions of this Agreement shall not apply to information: 4.1.1. publicly available prior to the date of this Agreement or that is made publicly available on or after the date of this Agreement by the Disclosing Party without restriction; 4.1.2. that is independently obtained by the Receiving Party without breach by it of any obligation of confidentiality; 4.1.3. already in the Receiving Party's possession and was lawfully received from sources other than the Disclosing Party; 4.1.4. which is required to be disclosed by law, provided that, to the extent the Receiving Party is not prohibited from doing so by law, it undertakes to give the Disclosing Party not less than two business days’ notice of such requirement of disclosure and, to such extent, will make such disclosure in the manner and with the content agreed by the Disclosing Party.
Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information.
1entailment
4.1. The provisions of this Agreement shall not apply to information: 4.1.1. publicly available prior to the date of this Agreement or that is made publicly available on or after the date of this Agreement by the Disclosing Party without restriction; 4.1.2. that is independently obtained by the Receiving Party without breach by it of any obligation of confidentiality;
Receiving Party may acquire information similar to Confidential Information from a third party.
1entailment
2.1. A Receiving Party agrees: 2.1.1. to keep the Confidential Information of the other strictly confidential and not copy, supply or make the same available to any person other than as permitted in Clauses 2.1.2 and 2.1.3 below; 2.1.2. to use the Confidential Information of the other solely in, and to the extent necessary for the Purpose and not to copy or use any Confidential Information of the other save to the extent necessary for the Purpose; 2.1.3. not to disclose any Confidential Information to any person or entity other than to such of its employees who need to know for the Purpose (“Permitted Disclosees”), provided that the Receiving Party shall ensure that its Permitted Disclosees keep all Confidential Information confidential and only use it on the terms of this Agreement, as if such Permitted Disclosees were party to this Agreement.
Receiving Party may share some Confidential Information with some of Receiving Party's employees.
1entailment
2.1. A Receiving Party agrees: 2.1.1. to keep the Confidential Information of the other strictly confidential and not copy, supply or make the same available to any person other than as permitted in Clauses 2.1.2 and 2.1.3 below; 2.1.2. to use the Confidential Information of the other solely in, and to the extent necessary for the Purpose and not to copy or use any Confidential Information of the other save to the extent necessary for the Purpose;
Receiving Party shall not use any Confidential Information for any purpose other than the purposes stated in Agreement.
1entailment
4.1. The provisions of this Agreement shall not apply to information: 4.1.1. publicly available prior to the date of this Agreement or that is made publicly available on or after the date of this Agreement by the Disclosing Party without restriction; 4.1.2. that is independently obtained by the Receiving Party without breach by it of any obligation of confidentiality; 4.1.3. already in the Receiving Party's possession and was lawfully received from sources other than the Disclosing Party; 4.1.4. which is required to be disclosed by law, provided that, to the extent the Receiving Party is not prohibited from doing so by law, it undertakes to give the Disclosing Party not less than two business days’ notice of such requirement of disclosure and, to such extent, will make such disclosure in the manner and with the content agreed by the Disclosing Party.
Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information.
2neutral
Upon completion of the Business Purpose and/or upon written request of the party providing the Information, the other party shall within 14 days return all copies of the Information to the providing party or certify in writing that all copies of the Information have been destroyed.
Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement.
1entailment
Nothing contained in this Agreement shall be construed as granting or conferring any rights by licence or otherwise in the Information except as provided herein.
Agreement shall not grant Receiving Party any right to Confidential Information.
1entailment
2.1. A Receiving Party agrees: 2.1.1. to keep the Confidential Information of the other strictly confidential and not copy, supply or make the same available to any person other than as permitted in Clauses 2.1.2 and 2.1.3 below; 2.1.2. to use the Confidential Information of the other solely in, and to the extent necessary for the Purpose and not to copy or use any Confidential Information of the other save to the extent necessary for the Purpose; 2.1.3. not to disclose any Confidential Information to any person or entity other than to such of its employees who need to know for the Purpose (“Permitted Disclosees”), provided that the Receiving Party shall ensure that its Permitted Disclosees keep all Confidential Information confidential and only use it on the terms of this Agreement, as if such Permitted Disclosees were party to this Agreement.
Confidential Information shall only include technical information.
2neutral
9.4. This Agreement shall apply without limit of time to all Confidential Information disclosed in connection with the Purpose.
Some obligations of Agreement may survive termination of Agreement.
2neutral
The foregoing shall not prevent either party from disclosing Information which is: i) already known by the recipient party prior to the disclosure thereof with no obligation of confidentiality; or ii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or iii) rightfully received from a third party; or iv) independently developed by the recipient party without use of the other party's Information; or v) disclosed without similar restrictions by the party owning the Information to any third party; or vi) approved by the other party for disclosure; or vii) required to be disclosed pursuant to a governmental or legal requirement provided that the disclosing party gives to the other party written notice of such requirement prior to any such disclosure. viii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or ix) rightfully received from a third party; or x) independently developed by the recipient party without use of the other party's Information; or
Receiving Party may independently develop information similar to Confidential Information.
1entailment
Upon completion of the Business Purpose and/or upon written request of the party providing the Information, the other party shall within 14 days return all copies of the Information to the providing party or certify in writing that all copies of the Information have been destroyed.
Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information.
2neutral
Each party agrees that, for a period of 5 years from receipt of information from the other party hereunder, such party shall use the same means it uses to protect its own confidential and proprietary information to prevent the disclosure and to protect the confidentiality of both: i) written information received from the other party which is marked or identified as "confidential"; and ii) oral or visual information identified as confidential at the time of disclosure which is reduced to written form and provided to the other in such written form promptly after such oral or visual disclosure,
Confidential Information may include verbally conveyed information.
1entailment
The foregoing shall not prevent either party from disclosing Information which is: i) already known by the recipient party prior to the disclosure thereof with no obligation of confidentiality; or ii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or iii) rightfully received from a third party; or iv) independently developed by the recipient party without use of the other party's Information; or v) disclosed without similar restrictions by the party owning the Information to any third party; or vi) approved by the other party for disclosure; or vii) required to be disclosed pursuant to a governmental or legal requirement provided that the disclosing party gives to the other party written notice of such requirement prior to any such disclosure. viii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or ix) rightfully received from a third party; or x) independently developed by the recipient party without use of the other party's Information; or
Receiving Party shall not solicit some of Disclosing Party's representatives.
2neutral
Each party may use the information received from the other party hereunder and may provide such information to its parent corporation or any other subsidiaries thereof and their respective employees as applicable for their use only in connection with the Business Purpose.
Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors).
1entailment
The foregoing shall not prevent either party from disclosing Information which is: i) already known by the recipient party prior to the disclosure thereof with no obligation of confidentiality; or ii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or iii) rightfully received from a third party; or iv) independently developed by the recipient party without use of the other party's Information; or v) disclosed without similar restrictions by the party owning the Information to any third party; or vi) approved by the other party for disclosure; or vii) required to be disclosed pursuant to a governmental or legal requirement provided that the disclosing party gives to the other party written notice of such requirement prior to any such disclosure. viii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or ix) rightfully received from a third party; or x) independently developed by the recipient party without use of the other party's Information; or
Receiving Party may create a copy of some Confidential Information in some circumstances.
2neutral
The foregoing shall not prevent either party from disclosing Information which is: i) already known by the recipient party prior to the disclosure thereof with no obligation of confidentiality; or ii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or iii) rightfully received from a third party; or iv) independently developed by the recipient party without use of the other party's Information; or v) disclosed without similar restrictions by the party owning the Information to any third party; or vi) approved by the other party for disclosure; or vii) required to be disclosed pursuant to a governmental or legal requirement provided that the disclosing party gives to the other party written notice of such requirement prior to any such disclosure. viii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or ix) rightfully received from a third party; or x) independently developed by the recipient party without use of the other party's Information; or xi) disclosed without similar restrictions by the party owning the Information to any third party; or xii) approved by the other party for disclosure; or xiii) required to be disclosed pursuant to a governmental or legal requirement provided that the disclosing party gives to the other party written notice of such requirement prior to any 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
The foregoing shall not prevent either party from disclosing Information which is: i) already known by the recipient party prior to the disclosure thereof with no obligation of confidentiality; or ii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or iii) rightfully received from a third party; or iv) independently developed by the recipient party without use of the other party's Information; or v) disclosed without similar restrictions by the party owning the Information to any third party; or vi) approved by the other party for disclosure; or vii) required to be disclosed pursuant to a governmental or legal requirement provided that the disclosing party gives to the other party written notice of such requirement prior to any such disclosure. viii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or ix) rightfully received from a third party; or
Receiving Party may acquire information similar to Confidential Information from a third party.
1entailment
Each party may use the information received from the other party hereunder and may provide such information to its parent corporation or any other subsidiaries thereof and their respective employees as applicable for their use only in connection with the Business Purpose.
Receiving Party may share some Confidential Information with some of Receiving Party's employees.
1entailment
The foregoing shall not prevent either party from disclosing Information which is: i) already known by the recipient party prior to the disclosure thereof with no obligation of confidentiality; or ii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or iii) rightfully received from a third party; or iv) independently developed by the recipient party without use of the other party's Information; or v) disclosed without similar restrictions by the party owning the Information to any third party; or vi) approved by the other party for disclosure; or vii) required to be disclosed pursuant to a governmental or legal requirement provided that the disclosing party gives to the other party written notice of such requirement prior to any such disclosure. viii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or ix) rightfully received from a third party; or x) independently developed by the recipient party without use of the other party's Information; or
Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information.
2neutral
Upon completion of the Business Purpose and/or upon written request of the party providing the Information, the other party shall within 14 days return all copies of the Information to the providing party or certify in writing that all copies of the Information have been destroyed.
Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement.
2neutral
9. Nothing contained in this Agreement shall be construed as granting or conferring any rights by way of license or otherwise in or to any Confidential Information disclosed pursuant hereto.
Agreement shall not grant Receiving Party any right to Confidential Information.
1entailment
4. Except as otherwise provided in this Agreement, without the prior written consent of the Disclosing Party, Recipient shall not disclose to any person or entity (other than its Representatives who are involved in its evaluation of the Purpose) any information with respect to the occurrence or content of any discussions or negotiations between the Parties.
Receiving Party shall not disclose the fact that Agreement was agreed or negotiated.
1entailment
1. The term “Confidential Information” shall mean any confidential, proprietary, financial or otherwise non-public information, in written or electronic form, relating to the Disclosing Party, or the Purpose that is disclosed before, on or after the Effective Date, by the Disclosing Party to the Recipient or its affiliates, or to any of such Recipient’s or its affiliates’ employees, officers, directors, partners, shareholders, agents, attorneys, accountants or advisors (collectively, “Representatives”), whether disclosed or accessed in written, electronic or other form, including, without limitation: (a) information concerning the Disclosing Party’s and its affiliates’ business affairs, finances, forecasts, sales and other financial results, records and budgets, and business, marketing, development, sales and other commercial strategies; and (b) notes, analyses, compilations, reports, forecasts, data, statistics, summaries, interpretations and other materials prepared by or for Recipient or its Representatives that contain, are based on, or otherwise reflect or are derived, in whole or in part, from any of the foregoing.
Confidential Information shall only include technical information.
0contradiction
Confidential Information provided by Disclosing Party must be expressly marked or designated in writing by the Disclosing Party in a manner to indicate its confidential, proprietary or otherwise non-public nature.
All Confidential Information shall be expressly identified by the Disclosing Party.
1entailment
12. If any provision of this Agreement is determined to be in violation of applicable law, then such provision shall be void and the other provisions of this Agreement shall remain in full force and effect.
Some obligations of Agreement may survive termination of Agreement.
1entailment
7. For purposes of this Agreement, “Confidential Information” shall not include any information which (a) is or becomes publicly available, other than through disclosure by Recipient in violation of this Agreement, (b) was known or available to Recipient prior to disclosure pursuant hereto, (c) was independently developed by Recipient without reference to the Confidential Information disclosed to it pursuant hereto, or
Receiving Party may independently develop information similar to Confidential Information.
1entailment
11. Upon request of the Disclosing Party (which request may be made at any time upon reasonable notice), Recipient will destroy (or, if stored electronically, purge) or deliver to the Disclosing Party all copies of written Confidential Information (except for that portion of the Confidential Information that may be found in analysis, compilation, or other documents prepared by Recipient) in Recipient’s possession. That portion of the Confidential Information that may be found in analysis, compilations and other documents prepared by Recipient will continue to be subject to the terms of this Agreement or shall be destroyed (or, if stored electronically, purged). Notwithstanding the foregoing, Recipient may retain copies of Confidential Information that it reasonably believes it is required to retain under applicable laws, banking regulations and internal policies of which relate to any services provided to the Disclosing Party.
Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information.
1entailment
1. The term “Confidential Information” shall mean any confidential, proprietary, financial or otherwise non-public information, in written or electronic form, relating to the Disclosing Party, or the Purpose that is disclosed before, on or after the Effective Date, by the Disclosing Party to the Recipient or its affiliates, or to any of such Recipient’s or its affiliates’ employees, officers, directors, partners, shareholders, agents, attorneys, accountants or advisors (collectively, “Representatives”), whether disclosed or accessed in written, electronic or other form, including, without limitation:
Confidential Information may include verbally conveyed information.
1entailment
The foregoing shall not prevent either party from disclosing Information which is: i) already known by the recipient party prior to the disclosure thereof with no obligation of confidentiality; or ii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or iii) rightfully received from a third party; or iv) independently developed by the recipient party without use of the other party's Information; or v) disclosed without similar restrictions by the party owning the Information to any third party; or vi) approved by the other party for disclosure; or vii) required to be disclosed pursuant to a governmental or legal requirement provided that the disclosing party gives to the other party written notice of such requirement prior to any such disclosure. viii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or ix) rightfully received from a third party; or x) independently developed by the recipient party without use of the other party's Information; or
Receiving Party shall not solicit some of Disclosing Party's representatives.
2neutral
The foregoing shall not prevent either party from disclosing Information which is: i) already known by the recipient party prior to the disclosure thereof with no obligation of confidentiality; or ii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or iii) rightfully received from a third party; or iv) independently developed by the recipient party without use of the other party's Information; or v) disclosed without similar restrictions by the party owning the Information to any third party; or vi) approved by the other party for disclosure; or vii) required to be disclosed pursuant to a governmental or legal requirement provided that the disclosing party gives to the other party written notice of such requirement prior to any such disclosure. viii) publicly known or becomes publicly known not due to any unauthorised act of the recipient party; or ix) rightfully received from a third party; or x) independently developed by the recipient party without use of the other party's Information; or
Receiving Party may create a copy of some Confidential Information in some circumstances.
2neutral
5. Recipient may disclose the Confidential Information in the event and to the extent Recipient reasonably believes any Confidential Information is required to be disclosed by Recipient under the terms of: (i) a valid and effective subpoena; (ii) a statute or regulation binding upon Recipient; (iii) an order issued by a court of competent jurisdiction; or (iv) by a demand or information request from an executive, regulatory or administrative agency or other governmental authority. Recipient shall endeavor to promptly notify the Disclosing Party of the existence, terms and circumstances surrounding such potential disclosure unless recipient reasonably believes that applicable law prohibits Recipient from informing the Disclosing Party of the potential 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
7. For purposes of this Agreement, “Confidential Information” shall not include any information which (a) is or becomes publicly available, other than through disclosure by Recipient in violation of this Agreement, (b) was known or available to Recipient prior to disclosure pursuant hereto, (c) was independently developed by Recipient without reference to the Confidential Information disclosed to it pursuant hereto, or (d) in the future is received from a third party who, to the knowledge of Recipient at the time of disclosure, is under no obligation of confidentiality with respect thereto.
Receiving Party may acquire information similar to Confidential Information from a third party.
1entailment
4. Except as otherwise provided in this Agreement, without the prior written consent of the Disclosing Party, Recipient shall not disclose to any person or entity (other than its Representatives who are involved in its evaluation of the Purpose) any information with respect to the occurrence or content of any discussions or negotiations between the Parties.
Receiving Party shall not reverse engineer any objects which embody Disclosing Party's Confidential Information.
2neutral
[5.3 Within [5] working days following the date of effective termination of this Agreement the Recipient will destroy or return to the Discloser (at the Discloser's option) all media containing Confidential Information, and will irrevocably delete and remove all Confidential Information from its computer systems.]
Receiving Party shall destroy or return some Confidential Information upon the termination of Agreement.
1entailment
6.4 Neither party may without the prior written consent of the other party assign, transfer, charge, license or otherwise dispose of or deal in this Agreement or any rights or obligations under this Agreement.
Agreement shall not grant Receiving Party any right to Confidential Information.
1entailment
“Confidential Information” means: [(a) any information disclosed by [or on behalf of] the Discloser to the Recipient [during the Term / before the end of the Term] (whether disclosed in writing, orally or otherwise) that at the time of disclosure: (i) was marked as “confidential”; or (ii) should have been reasonably understood by the Recipient to be confidential;] [(b) the terms [(but not the existence)] of this Agreement; and]5
Receiving Party shall not disclose the fact that Agreement was agreed or negotiated.
1entailment
9. Nothing contained in this Agreement shall be construed as granting or conferring any rights by way of license or otherwise in or to any Confidential Information disclosed pursuant hereto.
Confidential Information shall only include technical information.
2neutral
“Confidential Information” means: [(a) any information disclosed by [or on behalf of] the Discloser to the Recipient [during the Term / before the end of the Term] (whether disclosed in writing, orally or otherwise) that at the time of disclosure: (i) was marked as “confidential”; or (ii) should have been reasonably understood by the Recipient to be confidential;]
All Confidential Information shall be expressly identified by the Disclosing Party.
0contradiction
Confidential Information provided by Disclosing Party must be expressly marked or designated in writing by the Disclosing Party in a manner to indicate its confidential, proprietary or otherwise non-public nature.
Receiving Party may independently develop information similar to Confidential Information.
2neutral
1. The term “Confidential Information” shall mean any confidential, proprietary, financial or otherwise non-public information, in written or electronic form, relating to the Disclosing Party, or the Purpose that is disclosed before, on or after the Effective Date, by the Disclosing Party to the Recipient or its affiliates, or to any of such Recipient’s or its affiliates’ employees, officers, directors, partners, shareholders, agents, attorneys, accountants or advisors (collectively, “Representatives”), whether disclosed or accessed in written, electronic or other form, including, without limitation: (a) information concerning the Disclosing Party’s and its affiliates’ business affairs, finances, forecasts, sales and other financial results, records and budgets, and business, marketing, development, sales and other commercial strategies; and (b) notes, analyses, compilations, reports, forecasts, data, statistics, summaries, interpretations and other materials prepared by or for Recipient or its Representatives that contain, are based on, or otherwise reflect or are derived, in whole or in part, from any of the foregoing.
Receiving Party may retain some Confidential Information even after the return or destruction of Confidential Information.
2neutral
“Confidential Information” means: [(a) any information disclosed by [or on behalf of] the Discloser to the Recipient [during the Term / before the end of the Term] (whether disclosed in writing, orally or otherwise) that at the time of disclosure:
Confidential Information may include verbally conveyed information.
1entailment
4. Except as otherwise provided in this Agreement, without the prior written consent of the Disclosing Party, Recipient shall not disclose to any person or entity (other than its Representatives who are involved in its evaluation of the Purpose) any information with respect to the occurrence or content of any discussions or negotiations between the Parties.
Receiving Party shall not solicit some of Disclosing Party's representatives.
2neutral
3.2 Notwithstanding Clause [3.1(a)], the Recipient may disclose the Confidential Information to its [officers, employees, professional advisers, insurers, agents and sub-contractors] [who have a need to have access to the Confidential Information for the performance of their work with respect to the Permitted Purpose and] who are bound by a written agreement or professional obligation to protect the confidentiality of the Confidential Information.
Receiving Party may share some Confidential Information with some third-parties (including consultants, agents and professional advisors).
1entailment
Confidential Information provided by Disclosing Party must be expressly marked or designated in writing by the Disclosing Party in a manner to indicate its confidential, proprietary or otherwise non-public nature.
Receiving Party may create a copy of some Confidential Information in some circumstances.
2neutral
4. Except as otherwise provided in this Agreement, without the prior written consent of the Disclosing Party, Recipient shall not disclose to any person or entity (other than its Representatives who are involved in its evaluation of the Purpose) any information with respect to the occurrence or content of any discussions or negotiations between the Parties.
Receiving Party shall notify Disclosing Party in case Receiving Party is required by law, regulation or judicial process to disclose any Confidential Information.
2neutral
This Clause [3] imposes no obligations upon the Recipient with respect to Confidential Information which: (a) is known to the Recipient before disclosure by [or on behalf of] the Discloser, and is not subject to any obligation of confidentiality; (b) is or becomes publicly known through no act or default on the part of the Recipient; or [(c) is obtained by the Recipient from a third party in circumstances where the Recipient has no reason to believe that there has been a breach of a duty of confidence.]
Receiving Party may acquire information similar to Confidential Information from a third party.
1entailment