5.2 Confidential information includes all information classified as proprietary and confidential by a party to the publication, confidential information remaining the exclusive property of the revealing party, unless the ownership of that confidential information is expressly stipulated in the agreement. Items are not considered confidential information when: (a) are made available to the public as being in violation of the recipient`s consent; (b) to be properly received by a third party who does not violate any obligation of confidentiality; (c) be developed independently of one party without having access to the other party`s confidential information; or (d) that the recipient is rightly known at the time of disclosure, as evidenced by his written recordings. 1.5 External services. The advisor may not call on the services of another person, entity or organization in carrying out the councillor`s duties without the prior written consent of a company executive. If the company consents to the use of the services of another person, entity or organization by the consultant, no information about the services to be provided under this agreement may be disclosed to that person, entity or organization until that person, entity or organization has entered into an agreement to protect the confidentiality of the company`s confidential information (in accordance with Article 5) and the absolute and total ownership of the company of all rights. , title and interest in the work carried out under this agreement. 1.4 Standard of Behavior. When providing advisory services under this agreement, the advisor must adhere to high professional standards of professional and business ethics. The advisor must not use the company`s time, equipment or equipment without the company`s prior written consent. Under no circumstances can the consultant take any action or accept any assistance or engage in any activity that would acquire rights of any kind in the results of the work done by or for the company by a university, a state agency, a research institute or any other person, institution or organization. 5.3 Each party accepts that, in the absence of the other party`s explicit written agreement, it does not use the other party`s confidential information for any purpose or transmit it to third parties. Each party undertakes to protect the other party`s confidential information from use or disclosure that has not been authorized by or in accordance with this Agreement by measures, and to exercise a level of caution at least as protective as this, xxxxx or (company name) exercises to preserve the confidentiality of its own proprietary information.
, but, in the present circumstances, no less than a level of due diligence. Each party only allows access to the other party`s confidential information by persons (a) who have entered into a written confidentiality agreement with the other party on conditions as restrictive as those set out in it and (b) who, in the course of their duties, require access to the rights of the other party in relation to the rights of the other parties under this agreement. For an explanation of this agreement, please see the overview of the Files in the Consulting Agreements File. 1.1 Services. The company entrusted Consultant with the provision of services related to the [merger of the project or activity of the company]. Councillor is an advisor [summary of services to be provided to consultants], and the other services described in Schedule A (together, “advice services”).