Confidentiality and Announcement. 13.1 Each of the Parties undertakes to keep confidential and at all times shall not disclose publicly or to any third party the Confidential Information, the substance of negotiations between the Parties relating to this Agreement, and shall not directly or indirectly make use of, copy in any form or reproduce on any medium, or disclose publicly or to any third party any Confidential Information, except and to the extent that the disclosure:
(a) is required by any Applicable Laws, provided that such Party shall (unless prohibited by any Applicable Law) promptly give to the other Parties such notice of such disclosure and shall co-operate with the other Parties, having due regard to the other Parties’ views, and take such steps as the other Parties may reasonably require in order to enable it to mitigate the effects of such disclosure;
(b) is required for the purpose of any judicial proceeding arising out of this Agreement;
(c) is made by the Group Companies, their shareholders and their representatives to the Group Companies’ employees and other approved third party advisors or consultants (“Representatives”) on a need-to-know basis for the purpose of executing and performing this Agreement and on terms that all Representatives receiving Confidential Information agree to comply with the provisions of this Clause 13.1 as if they were a party to this Agreement;
(d) is of information that is or becomes publicly available (other than by breach of this Agreement);
(e) is made after the Party whose information is to be disclosed has given prior written approval for the disclosure; or
(f) is of information that is independently developed by the recipient or is lawfully in his possession prior to the disclosure to him of the information.
13.2 The Parties’ confidentiality obligations under Clause 13.1 shall survive for a period of two (2) years from the date all of the Investors cease to own any Shares in the Company.
13.3 No public announcement or publication in respect of this Agreement or any transactions contemplated under this Agreement shall be made without prior written consent from the other Parties, save that for any announcements or publications required by any Applicable Laws may be made with notice (whether before or after the announcement or publication is made) to the other Parties, with a reasonable opportunity to comment on such announcement or publication. For the avoidance of doubt, any announcement or publication includes the timing and contents ...
Confidentiality and Announcement. 7.1 For the purpose of this Clause 7 “
Confidentiality and Announcement. (a) Each Party shall, and shall procure that its Affiliates will, keep strictly confidential and not disclose, whether publicly or privately, to any Person, in whole or in part, orally, in writing or by electronic or other means, from the date hereof until the fifth anniversary of the date hereof, any and all information (whether available orally, in writing or in electronic format) received or obtained in connection with the negotiation and execution of this Agreement and the consummation of the transactions thereby contemplated which relates to the other Party or its Affiliates, the provisions or the subject matter of this Agreement or any document referred to herein and any claim or potential claim hereunder or the negotiations relating to this Agreement or any documents referred to herein, this Agreements or its contents.
(b) The Parties shall mutually agree on the content of their respective public announcements regarding the execution of this Agreement and of the Relationship Agreement.
(c) The Parties shall procure that any subsequent public announcements or other public documents in respect of this Agreement and the transactions contemplated by this Agreement do not contain any details of the terms of this Agreement or the transactions hereby contemplated that are not already in the public domain (otherwise than through a breach of this Section 7.6).
(d) Sections 10.8(c) and 10.8(d) of the SPA shall apply to this Section 7.6 mutatis mutandis.
Confidentiality and Announcement. (a) The parties acknowledge having entered into a confidentiality agreement accepted by Purchaser on June 7, 2007 (the “Confidentiality Agreement”). The parties agree that the Confidentiality Agreement shall, up to the Closing, continue in full force and effect save and except that the Confidentiality Agreement shall be deemed to be modified, amended or supplemented as may be necessary to allow for Purchaser to disclose such Proprietary Information (as defined in the Confidentiality Agreement) as may be required for Purchaser to apply for the Governmental Incentives Programs. The parties further agree that, upon acceptance by this Agreement by Seller, the Confidentiality Agreement shall be modified by deleting the right to terminate discussions and negotiations between the parties and the parties shall be governed by the terms and conditions of this Agreement in terms of discussions and negotiations. In the event of any inconsistencies between this Agreement and the Confidentiality Agreement, the parties agree that this Agreement shall prevail.
(b) Following acceptance of this Agreement by Seller, unless required by law or any regulatory body, neither party shall make any public announcement about the sale of the Premises by Seller to Purchaser without the prior written consent of the other party.
Confidentiality and Announcement. 10.1 Unless with the prior written consent of all Parties, the terms and conditions of this Agreement, the Equity Transfer and Equity Subscription, and all related matters shall not be disclosed to any third party, including the public or the media (Chinese or English), save and except announcement or disclosure by the Original Individual Shareholders or the Subscriber as required by law or regulating authority.
10.2 All information relating to the other Parties that any Party may obtain in the course of negotiation of this Agreement and the Equity Transfer and Equity Subscription shall be kept confidential. All Parties shall be obliged to ensure that there will not be any disclosure, and unless with the prior written consent of the other Party, there shall not be any disclosure to any third party, except as required by law or regulating authority.
Confidentiality and Announcement. 11.1 Each of the parties hereto hereby undertakes to the other parties to procure that no disclosure or public announcement or communication (other than the Announcement and any correspondence with any regulators and any circular to be despatched by the Issuer in connection with any matters referred to in Clause 4.1) concerning this Agreement and the transactions contemplated hereby shall be made or despatched without the prior consent (which consent shall not be unreasonably withheld or delayed) of the other parties as to the context, timing and manner of making or despatch thereof except in the following circumstances:
(i) the disclosure is required by law, the Listing Rules, the Takeovers Code, the Stock Exchange or the SFC; or
Confidentiality and Announcement. 11.1 The Company will make an announcement on the date of this Agreement in the form set out in Schedule 5 and neither party will make any statement to third parties (save as specified in clause 15) which is inconsistent with that announcement.
11.2 It is a condition of this Agreement that its terms shall remain confidential to the parties and their legal and professional advisers (and, in the case of the Employee, his immediate family). Except as agreed in this Agreement or otherwise required by law, no statement or comment shall be made by the parties to any third party in relation to the terms or existence of this Agreement, the claims of the Employee settled by its terms and/or the circumstances of the termination of the Employee's employment and occupation as an officer of the Company and/or any Group Company. For the avoidance of doubt, nothing in this clause shall prevent the Employee from informing a prospective employer about the reasons for him leaving the Company provided that the information given by the Employee to that prospective employer is consistent with the terms of the announcement in clause 11.1.
11.3 The parties will take all reasonable steps to ensure that no person under their influence or control, whether acting on their behalf or otherwise shall make any statement in relation to the matters referred to in clause 11.
Confidentiality and Announcement. 17.1 In accordance with applicable laws and regulations as well as rules of any stock exchange and related institutions applicable to either Party, the Parties shall keep confidential the existence, nature or negotiating terms of the Transaction Documents, any information provided by or on behalf of Party A, any information provided by or on behalf of Party B and any company or transaction involved in the Transaction Documents (the “Confidential Information”), and shall use the Confidential Information only in connection with the transactions hereunder. In the event of termination of the Agreement, the receiving party shall return all Confidential Information to the providing party, or destroy written documents made by or on behalf of the receiving party based on the Confidential Information or return such documents to the providing party.
17.2 In accordance with applicable laws and regulations as well as rules of any stock exchange and related institutions applicable to either Party, the two Parties shall not make any announcement, notice or communication with respect to the Transaction Documents or the transactions or agreements involved therein or the transactions or agreements hereunder or any incidental matters thereto without consulting with the other Party about the facts and details of such announcement, notice or communication.
Confidentiality and Announcement. 41 20.1 General ...................................................................................................... 41 20.2 ABC ........................................................................................................... 41 20.3 Announcements........................................................................................... 41 21. NOTICES ............................................................................................................... 42 21.1 How to give a notice .................................................................................... 42 21.2 When a notice is given ................................................................................. 42 21.3 Address for notices ...................................................................................... 42 22. AMENDMENT AND ASSIGNMENT ............................................................................... 22.1 Amendment ................................................................................................ 22.2 Assignment.................................................................................................
Confidentiality and Announcement. 7.1 For the purpose of this Clause 7 “Confidential Information” means all information received or obtained as a result of entering into or performing, or supplied by or on behalf of a party in the negotiations leading to this Agreement and which relates to:
