Confidential Information

Confidential Information. Means any nonpublic business or technical information of each party regardless of whether such information is marked or identified as confidential, including, without limitation, Licensed IP, Documentation, any trade secrets and unpublished patents provided by either party, excluding any information that (a) is in or enters the public domain without breach of this Agreement through no fault of the receiving party, (b) the receiving party was demonstrably in possession of prior to first... receiving it from the disclosing party, or (c) the receiving party receives from a Third-Party without restriction on disclosure and without breach of a nondisclosure obligation. View More

Confidential Information. All trade secrets, know how, proprietary information, techniques, or technology, and data disclosed by one party to the other party pursuant to this Agreement or generated pursuant to this Agreement, except any portion thereof which (i) the recipient can demonstrate by its written records was known by the recipient prior to the disclosure thereof by the disclosing party; (ii) is disclosed to the recipient without restriction, after disclosure thereof by the disclosing party, by a Third Party... who has the right to make such disclosure; (iii) is or becomes part of the public domain through no breach of this Agreement by the recipient; or (iv) is independently developed by employees of the recipient without use of any of the other party's Confidential Information View More

Confidential Information. Has the meaning in Clause 18.1.

Confidential Information. Means all non-public information, technical or financial data, materials, computer records or data, trade secrets and/or know-how regarding Employer or its internal operations, policies that is treated as confidential, that is not generally known by persons who are not employed by the Employer or are not a member of the Boards of Directors of Parkway, the Bank, or the Successor and that is not otherwise available to the public by lawful and proper means. Confidential Information also includes... all information regarding shareholders of Parkway, or a Successor, all information received from customers of the Bank, and any affiliates, or Successors as well as the nature of the products and the terms of the services provided to those customers. All such non-public information is considered Confidential Information regardless of the manner which such information is conveyed or stored (orally, written, electronically or digitally) as well as information or materials designated or treated as confidential by a federal or state regulatory or enforcement agency Confidential Information includes, but is not limited to, strategic plans and forecasts; product or service plans or research; customer records and lists; marketing research, plans and/or forecasts; compilations and databases of customers, business or marketing information that are developed by or for the Employer; budget and/or financial information; customer contact, account and mailing information; pricing, costs or profitability analysis; sales and marketing techniques and programs; incentive compensation plans; account information (including loan terms, expiration or renewal dates, fee schedules and commissions); software, access codes, passwords, databases and source codes; inventions; processes, formulas, designs, drawings or engineering information; hardware configuration, and all other financial or other business information or systems of the Employer, as well as the following non-public and sensitive information regarding the employees of the Employer: Social Security numbers, date of birth, names of family members, home addresses and email addresses, telephone numbers, health-related information and compensation information. This definition applies to information generated by Employee or others who work for the Employer, as well as information received from a customer or another third party. The above list is not exhaustive, and Confidential Information also includes other information that is identified, marked or treated as confidential or proprietary, or that would appear to a reasonable person to be confidential or proprietary in the context and circumstances in which the information is known or used. For purposes of this definition, the term "not available to the public" shall include all information or material in the public domain by virtue of improper disclosure by Employee or by another with his permission. Notwithstanding the foregoing, information shall not be considered Confidential Information if (i) such information is already known to others not bound by a duty of confidentiality with respect thereto, (ii) such information is or becomes publicly available through no fault of Employee, or (iii) the furnishing or use of such information is compelled by or in connection with legal or administrative proceedings. View More

Confidential Information. The meaning set forth in the License Agreement.

Confidential Information. Any and all information which is not readily ascertainable by proper means and which derives economic value, actual or potential from not being generally known and which has been the subject of efforts that are reasonable under the circumstances to maintain its secrecy. All information relating to the products or operations of a party, which is provided to the other party, or to which the other party otherwise obtains access, pursuant to, or as a result of, this Agreement shall be treated as... Confidential Information hereunder, except such information which the other party can clearly show: (a) at the time of this Agreement is publicly and openly known; (b) after the date of this Agreement becomes publicly and openly known through no fault of the other party; (c) comes into the other party's possession and lawfully obtained by the other party from a source other than from the party or a source deriving from the party, and not subject to any obligation of confidentiality or restrictions on use; or (d) is approved for release by written authorization of the other party. View More

Confidential Information. Shall mean all information, documents and materials, in whatever form or media and whether tangible, intangible, or electronic, relating to the Company's business plans, trade secrets, know how, risk assessments, due diligence processes, testing and monitoring compliance processes and data, site visit construct and reports, marketing and sales programs, financial results of operations, earnings estimates, audits, examiners reports or other confidential or proprietary information which is not... generally known or available to the public. Confidential Information shall also include, but is not limited to: (A) documents and other information relating to the identities, addresses, telephone numbers, email addresses, other contact information, and objectives of, the Company's clients, customers, and prospects, as well as lists of such customers, (B) the identities of the suppliers and vendors of products utilized by the Company, as well as the terms and conditions associated with the business relationships between the Company and such suppliers and vendors, (C) documents and other information relating to the sales, costs, profits, markets, marketing strategies, business plans, policies and procedures, business ideas, trade secrets, methods of operation, and training documents of the Company, and (D) contracts of the Company. View More

Confidential Information. Any and all information, data, or knowledge that is confidential or proprietary, treated as confidential or proprietary by 2U or is not generally known by non-2U personnel, including but not limited to: (1) any and all information, data or knowledge disclosed by 2U to Employee or learned by Employee about 2U in connection with Employee's employment with 2U; (2) any and all information, data or knowledge created or developed (in whole or in part) by Employee on behalf of, or in the course of... Employee's employment with, 2U; (3) Customer lists, student lists for 2U's university partners, prospective Customer lists, and prospective student lists for 2U's University partners; (4) actual or prospective student personal information collected by 2U and/or by any Customer; (5) any and all technical data, trade secrets or know how, patents in development, patent applications, processes, formulas, technology, designs, drawings, hardware configuration, software, data compilations, trademarks in development, original works of authorship, business and industry research, business plans, product plans, customer lists and customers, competitive advantages, legal and personnel practices, marketing, finances or other business information, and financial data, whether or not patentable or registrable under copyright or similar laws techniques, that were developed by 2U, by 2U employees, or otherwise for or on 2U's behalf; and (6) any information which 2U obtains from any third party (including but not limited to any Customer) that Employee knows or should know constitutes such third party's confidential information. Information, data or knowledge shall be considered "Confidential Information" regardless of whether it is written or oral, and if written, regardless of how it was produced or reproduced or whether or not marked or specifically designated as confidential or proprietary. "Confidential Information" shall not include any of the foregoing items which have become publicly known and made generally available through no wrongful act of the Employee or of others who were under confidentiality obligations as to the item or items involved. View More

Confidential Information. With respect to any Party, collectively, (i) any and all material non-public information of such Party, including, without limitation, technical data, trade secrets, know-how, research, product or service ideas or plans, software codes and designs, algorithms, developments, inventions, patent applications, laboratory notebooks, processes, formulas, techniques, biological materials, mask works, engineering designs and drawings, hardware configuration information, agreements with third parties,... lists of, or information relating to, employees and consultants of such Party, lists of, or information relating to, suppliers and customers, price lists, pricing methodologies, cost data, market share data, marketing plans, licenses, contract information, business plans, financial forecasts, historical financial data, budgets or other business information of such Party disclosed by such Party to any other Party, either directly or indirectly, whether in writing, electronically, orally, or by observation; (ii) the terms, conditions, substance and contents of this Agreement; and (iii) the substance and contents of any negotiations, discussions, communications or correspondence among the Parties and/or their respective Affiliated Persons with respect to any matter relating to this Agreement. For avoidance of doubt, with respect to any Histogen Releasee, "Confidential Information" shall also mean any and all Data and any documents, instruments or agreements relating to or entered into in connection with the generation, study, examination or evaluation of such Data; any negotiations, discussions, meetings (including the existence, location, date, participants, agenda, content or substance or detail of the discussions thereof) with any potential or actual financiers, vendors, customers, personnel, partners, bankers, co-venturers or any other person or entity relating to or in connection with the development, commercialization, sale, licensing, charitable or philanthropic of any Histogen Asset; or any communications (including, without limitation, any written or oral or electronic communication), goals, objectives, strategy, plans regarding any of the foregoing View More

Confidential Information. Means any scientific, technical, trade or business information relating to the subject matter of this Agreement designated as confidential, or which otherwise should reasonably be construed under the circumstances as being confidential disclosed by or on behalf of a Party hereto or any of its or its Affiliates' employees or officers, whether in oral, written, graphic or machine-readable form, except to the extent such information: (i) was known to the receiving Party or its Affiliates at the... time it was disclosed, as evidenced by such Party's written records at the time of disclosure; (ii) is at the time of disclosure or later becomes publicly known under circumstances involving no breach of this Agreement; (iii) is lawfully and in good faith made available to the receiving Party or its Affiliates by a third party who is not subject to obligations of confidentiality with respect to such information; or (iv) is independently developed without the use of or reference to Confidential Information, as demonstrated by documentary evidence. View More