Your obligations in Relation to Confidential Information
In consideration of the disclosure to it of Confidential Information by the Disclosing Party the Receiving Party agrees and undertakes that it will:
- keep all Confidential Information strictly confidential and will not disclose any part of it to any other person without the Disclosing Party’s prior written consent;
- not use any part or the whole of the Confidential Information directly or indirectly for any purposes other than the Permitted Purpose without the express written consent of the Disclosing Party;
- use the same degree of care to protect the Confidential Information as it uses to protect its own confidential information, being at least a reasonable degree of care.
Your non-circumvention obligations
The Receiving Party shall not, directly or indirectly, except in collaboration with or with the prior express written consent of the Disclosing Party:
- enter into any transaction with any party introduced to the Receiving Party by the Disclosing Party (the “Introduced Party”) similar to, in competition with, or which otherwise, could have the effect of preventing the Disclosing Party from receiving the full benefit of, the transactions contemplated by this Agreement;
- solicit the Introduced Party to enter into any such transaction; or
- induce, solicit, procure, or otherwise encourage its representatives or any third party, or respond to any solicitation from any of the same, to enter into any such transaction.
