14. Confidentiality

26 Sep 14. Confidentiality

14.1 For the purposes of this clause “Confidential Information” means:
(a) the design, specification and content of conveyIT Maestro;
(b) the personnel, policies, business strategies, business information and client information of either party disclosed under this agreement; and
(c) the terms upon which conveyIT Maestro has been supplied pursuant to this agreement.
14.2 A Party shall not, without the prior written approval of the other Party, disclose the other Party’s Confidential Information.
14.3 A Party shall not be in breach of subclause 14.2 in circumstances where it is legally compelled to disclose the other Party’s Confidential Information.
(a) is or becomes generally available to the public otherwise than by reason of a breach by the recipient party of the provisions of this sub clause;
(b) is known to the recipient party and is at its free disposal prior to its receipt from the other party;
(c) is subsequently disclosed to the recipient party without obligation or confidence by a third party owing no such obligations to the other party in respect of such information;
(d) is disclosed as a result of legal compulsion, provided that notice of the requirement to disclose is advised to the other party and that other party has a reasonable opportunity to prevent the disclosure.
14.4 Each Party shall take all reasonable steps to ensure that its employees and agents, and any sub-contractors engaged for the purposes of this Agreement, do not make public or disclose the other Party’s Confidential Information.
14.5 Notwithstanding any other provision of this clause, CSL may disclose the existence of this agreement.
14.6 This clause shall survive the termination of this agreement.