Certain Confidential Information. Certain of the information contained in this Agreement is confidential and has not been publicly disclosed by the Company, including the transactions contemplated by the Note and Warrant Purchase Agreement and the contemplated filing of the Resale Registration Statement pursuant to the terms of the Registration Rights Agreement (the “Confidential Information”). Accordingly, each of the undersigned Holders agrees to maintain the Confidential Information in confidence until such time as the Confidential Information has been publicly disclosed by the Company.
Certain Confidential Information. (a) Confidential Information shall be retained by EMRA and the Company in strictest confidence and shall not be disclosed to any third party without the express prior written consent of EMRA, which consent shall not be unreasonably withheld, conditioned or delayed, provided that the Company’s consent shall be deemed given if not withheld in writing within 24 hours after EMRA notifies the Company in writing of an emergency situation where disclosure is required to protect the health, safety, and security of the citizens
Certain Confidential Information. The Parent hereby acknowledges that in connection with the transactions contemplated by this Agreement, it and its Affiliates have received and will continue to receive certain documents and information in connection with the transactions contemplated by this Agreement. All such materials reviewed or received, including, without limitation, materials reviewed in connection with Section 7.3, shall be deemed to be Confidential Information for the purposes of the Confidentiality Agreement. The Parent acknowledges that it and its Affiliates are bound by the Confidentiality Agreement and agrees that it will not, and it will not permit any of its Affiliates, directors, officers, independent accountants, agents or other representatives to, use or disclose any Confidential Information except as permitted by such agreement. The provisions of this Section 7.4, insofar as they relate to Confidential Information with respect to the business, operations, properties, assets, liabilities, financial condition and results of operations of the Company, shall terminate upon the Closing. Except as provided in the immediately preceding sentence, the provisions of this Section 7.4 shall survive the Closing or any termination of this Agreement.
Certain Confidential Information. Buyer hereby acknowledges that in connection with the transactions contemplated by this Agreement it has received certain Confidential Information, as defined in the Buyer Confidentiality Agreement. Buyer acknowledges that it is bound by the Buyer Confidentiality Agreement and agrees that it will not, and it will not permit any of its Affiliates, directors, officers, independent accountants, agents or other representatives to, use or disclose any Confidential Information except as permitted by such agreement. The provisions of this Section 7.4, insofar as they relate to Confidential Information that relates to or affects the Company, shall terminate upon the Closing. Except as provided in the immediately preceding sentence, the provisions of this Section 7.4 shall survive the Closing and any termination of this Agreement.
Certain Confidential Information. The Receiving Party will not use any Confidential Information of the Disclosing Party for any purpose not expressly permitted by this Agreement, and will disclose the Confidential Information of the Disclosing Party only to the employees or contractors of the Receiving Party who have a need to know such Confidential Information for purposes of this Agreement and who are under a duty of confidentiality no less restrictive than the Receiving Party's duty hereunder. The Receiving Party will protect the Disclosing Party's Confidential Information from unauthorized use, access, or disclosure in the same manner as the Receiving Party protects its own confidential or proprietary information of a similar nature and with no less than reasonable care.
Certain Confidential Information. The existence of this Agreement and -------------------------------- its terms, and the existence and terms of the LLC Collaboration Agreement and the Collateral Agreements as they may then exist are Confidential Information of each party hereto. [*] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED.
Certain Confidential Information. (a) The Purchaser hereby acknowledges that it and its Affiliates have received and will continue to receive certain documents and information from the other parties in connection with the transactions contemplated by this Agreement. All such materials reviewed or received, including, without limitation, materials reviewed in connection with Section 6.3, shall be deemed to be Confidential Information for the purposes of the Confidentiality Agreement. The Purchaser hereby acknowledges that it and its Affiliates are bound by the Confidentiality Agreement and agrees that it will not, and it will not permit any of its Affiliates, directors, officers, independent accountants, agents or other representatives to, use or disclose any Confidential Information of the Sellers, except as permitted by such agreement. The provisions of this Section 6.4, insofar as they relate to Confidential Information with respect to the Designated Plants, the Seller Assets and the Assumed Seller Liabilities (but not to any Excluded Seller Assets or Retained Seller Liabilities) shall terminate as to the Purchaser upon the Closing. Except as provided in the immediately preceding sentence, the provisions of this Section 6.4 shall survive the Closing or any termination of this Agreement indefinitely. Nothing in this Section 6.4 or the Confidentiality Agreement shall be construed to limit or supersede the common law of torts or statutory or other protection of Trade Secrets where such law provides the Sellers with greater or longer protection than provided in this Section 6.4. (b) Each party acknowledges that an Affiliate of the Sellers is a public company whose shares are traded on a national securities exchange. In connection therewith, the parties (i) are aware that the United States securities laws prohibit any Person who has material, nonpublic information about a public company from purchasing or selling securities of that company, or from communicating that information to any other Person under circumstances where it is reasonably foreseeable that such Person is likely to purchase or sell those securities, (ii) are familiar with the Securities Act and the Exchange Act and (iii) shall not use, nor cause any third party to use, any Confidential Information in contravention of the Securities Act or the Exchange Act. SECTION 6.5
Certain Confidential Information. (a) The Purchaser hereby acknowledges that in connection with the transactions contemplated by this Agreement, it and its Affiliates have received and will continue to receive certain Evaluation Material (as defined in the Confidentiality Agreement). The Purchaser acknowledges that it and its Affiliates are bound by the Confidentiality Agreement and agrees that it will not, and it will not permit any of its Affiliates, directors, officers, independent accountants, agents or other representatives to, use or disclose any Evaluation Material except as permitted by such agreement. The provisions of this Section 7.4, insofar as they relate to Evaluation Material with respect to the businesses, operations, properties, assets, liabilities, financial condition and results of operations of the Company and its Subsidiaries, shall terminate upon the Closing. Except as provided in the immediately preceding sentence, the provisions of this Section 7.4 shall survive the Closing or any termination of this Agreement.
Certain Confidential Information. (a) The Seller[s] hereby acknowledge[s] that, (1) as [a] Partner[s] of the Partnership and [a] holder[s] of Subject Partnership Interests, the Seller[s] [has/have] received or been given access to confidential and/or proprietary information relating to the Partnership and its business, operations, assets, liabilities, results of operations and financial condition, which information shall not be deemed to include information that (i) is already in the public domain (other than as a result of a breach by the Seller[s] of any obligation of confidentiality owing to the Partnership), (ii) was known by the Seller[s] prior to time [it/they] became [a] Partner[s] of the Partnership or acquired any Subject Partnership Interests or (iii) has become or becomes known to the Seller[s] from a third party that is not affiliated with and does not owe a duty of confidentiality to the Partnership (such proprietary or confidential information being hereinafter referred to as the “Confidential Information”), and (2) the Partnership would be irreparably damaged if any Confidential Information were disclosed to any Person in a manner prohibited by this Section 6.4.
Certain Confidential Information. Notwithstanding any provision of this Agreement to the contrary, (I) the Managing Member shall have the right to keep confidential from Non-Managing Members for such period of time as the Managing Member determines is reasonable (i) any information that the Managing Member reasonably believes to be in the nature of trade secrets and (ii) any other information (A) the disclosure of which the Managing Member believes is not in the Company’s interests or could damage the Company or (B) that the Company is required by law or by agreement with a third Person to keep confidential; and
