Common use of Buyer Confidentiality Agreement Clause in Contracts

Buyer Confidentiality Agreement. Buyer shall and shall cause its Affiliates and its and their respective officers, directors, employees, counsel, accountants, financial advisors, lenders and other agents and representatives (collectively, “Representatives”) to: (i) protect the Seller Confidential Information with at least the same degree of care, but no less than reasonable care, with which it protects its own most sensitive confidential information and not disclose or reveal any Seller Confidential Information to any Person other than to Buyer’s or its Affiliates’ respective Representatives, including financial advisors, current and prospective lenders and investors who need to know Seller Confidential Information in connection with the performance of this Agreement or any document to be delivered hereunder or for the purpose of evaluating the transactions contemplated hereby, except to the extent that disclosure of such Seller Confidential Information has been consented to in writing by Seller; and (ii) not use Seller Confidential Information for any purpose other than (A) in connection with the evaluation or consummation of the transactions contemplated by this Agreement; (B) to enforce Buyer’s rights and remedies under this Agreement; or (C) as required to be disclosed under Applicable Law (provided, that prompt notice of such disclosure will be given as far in advance as reasonably possible to Seller to give Seller an opportunity to determine whether disclosure is required and to assess the extent of Seller Confidential Information required to be disclosed). Buyer acknowledges that certain aspects of the Seller Confidential Information may constitute material non public information and, therefore, Buyer shall not, and shall cause its Affiliates and its and their Representatives not to, trade in the securities of the Seller’s Affiliates. The obligations of Buyer under this Section 5.1(a) shall survive the Effective Date.

Appears in 2 contracts

Samples: Assignment and Assumption Agreement (Neurmedix, Inc.), Assignment and Assumption Agreement (Neurmedix, Inc.)

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Buyer Confidentiality Agreement. Buyer shall and shall cause its Affiliates and its and their respective officers, directors, employees, counsel, accountants, financial advisors, lenders and other agents and representatives (collectively, “Representatives”) Representatives to: (i) protect the Seller Confidential Information with at least the same degree of care, but no less than reasonable care, with which it protects its own most sensitive confidential information and not disclose or reveal any Seller Confidential Information to any Person other than to Buyer’s or its Affiliates’ respective Representatives, including financial advisors, current and prospective lenders and investors who need to know Seller Confidential Information in connection with the performance of this Agreement or any document to be delivered hereunder or for the purpose of evaluating the transactions contemplated hereby, except to the extent that disclosure of such Seller Confidential Information has been consented to in writing by Seller; and (ii) not use Seller Confidential Information for any purpose other than (A) in connection with the evaluation or consummation of the transactions contemplated by this Agreement; (B) to the extent necessary in connection with any filing requirements under Applicable Law or to obtain any Consents from any Governmental Authority or other Person to the transactions contemplated by this Agreement; (C) to enforce Buyer’s rights and remedies under this Agreement; or (CD) as required to be disclosed under Applicable Law (provided, that prompt notice of such disclosure will be given as far in advance as reasonably possible to Seller to give Seller an opportunity to determine whether disclosure is required and to assess the extent of Seller Confidential Information required to be disclosed). Buyer acknowledges that certain aspects of the Seller Confidential Information may constitute material non public information and, therefore, Buyer shall not, and shall cause its Affiliates and its and their Representatives not to, trade in the securities of the Seller’s Affiliates. The obligations of Buyer under this Section 5.1(a5.2(b) shall survive the Effective Date.

Appears in 2 contracts

Samples: Asset Purchase Agreement (RespireRx Pharmaceuticals Inc.), Asset Purchase Agreement (Cortex Pharmaceuticals Inc/De/)

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Buyer Confidentiality Agreement. Buyer shall shall, and shall cause its Affiliates and its and their respective officers, directors, employees, counsel, accountants, financial advisors, lenders and other agents and representatives (collectively, “Representatives”) Representatives to: (i) protect the Seller Confidential Information with at least the same degree of care, but no less than reasonable care, with which it protects its own most sensitive confidential information and not disclose or reveal any Seller Confidential Information to any Person other than to Buyer’s 's or its Affiliates' respective Representatives, including financial advisors, current and prospective lenders and investors who need to know Seller Confidential Information in connection with the performance of this Agreement or any document to be delivered hereunder or for the purpose of evaluating the transactions contemplated hereby, except to the extent (A) that disclosure of such Seller Confidential Information has been consented to in writing by SellerSeller or (B) as required to be disclosed under Applicable Law (provided, that prompt notice of such disclosure will be given as far in advance as possible to Seller and Seller shall be given reasonable opportunity to determine whether disclosure is required and to assess the extent of Seller Confidential Information required to be disclosed); and (ii) not use Seller Confidential Information for any purpose other than (A) in connection with the evaluation or consummation of the transactions contemplated by this Agreement; (B) to enforce Buyer’s rights and remedies the extent necessary in connection with any filing requirements under Applicable Law or to obtain any Consents from any Governmental Authority to the transactions contemplated by this Agreement; or (C) as required to be disclosed enforce Buyer's rights and remedies under Applicable Law (provided, that prompt notice of such disclosure will be given as far in advance as reasonably possible to Seller to give Seller an opportunity to determine whether disclosure is required and to assess the extent of Seller Confidential Information required to be disclosed). Buyer acknowledges that certain aspects of the Seller Confidential Information may constitute material non public information and, therefore, Buyer shall not, and shall cause its Affiliates and its and their Representatives not to, trade in the securities of the Seller’s Affiliatesthis Agreement. The obligations of Buyer under this Section 5.1(a5.2(b) shall survive the Effective DateClosing of the Agreement for a period of ten years after such Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (NPS Pharmaceuticals Inc)

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