Common use of Confidentiality and Publicity Clause in Contracts

Confidentiality and Publicity. (a) Unless and until Closing occurs, any non-public information that any party may obtain from the other in connection with this Agreement shall be confidential, and following Closing, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated to the Transferred Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, and representatives of its advisers and lenders, in each case, whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use such information to the detriment of the other; provided, that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, rightfully has come into the possession of such party (other than from the other party), and (ii) to the extent that such party may, in the reasonable judgment of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has used commercially reasonable efforts, and has afforded the other the opportunity, to obtain an appropriate protective order, or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and (iii) such party may use and disclose such information to the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any of its Affiliates having securities listed on a national securities exchange or quotation system. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall use commercially reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representatives.

Confidentiality and Publicity. (a) Unless and until Closing occurs, any non-public information that any party may obtain from Following the other in connection with this Agreement shall be confidential, and following Closing, each party shall and its Affiliates will keep confidential any non-public information that such party may receive or its Affiliates received from another party or its Affiliates in connection with this Agreement unrelated to the Transferred Systems or Transferred Assets and Time Warner Cable and transferred by the other party or its Affiliates shall keep confidential pursuant to this Agreement as well as any non-public information in their the possession of such party or its Affiliates related to the Transferred Systems and Transferred or Assets transferred by such party or its Affiliates to the other party or its Affiliates pursuant to this Agreement (any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “"Confidential Information”"). No Each party shall and its Affiliates will not disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ ' directors, officers and employees, and representatives of its advisers and lenders, in each case, whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use such information to the detriment of the other; provided, provided that (i) such party and its Affiliates may use and disclose any such information once it has been publicly disclosed (other than by such party or any of its Affiliates in breach of its the obligations under this Section) or which, to its knowledge, rightfully has come into the possession of such party or its Affiliates (other than from the other partyparty or its Affiliates), and (ii) to the extent that such party or its Affiliates may, in the reasonable judgment of its counsel, be compelled by Legal Requirements to disclose any of such information, such party or its Affiliates may disclose such information if it has used commercially reasonable efforts, and has afforded the other the opportunity, to obtain an appropriate protective order, or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and (iii) such party may use and disclose such information to the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any of its Affiliates having securities listed on a national securities exchange or quotation system. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall use commercially reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representativesdisclosed.

Confidentiality and Publicity. (a) Unless and until Closing occurs, Each party will use commercially reasonable efforts to assure that any non-public information that any such party may obtain from the other in connection with this Agreement with respect to the other's Cable Business and Systems (it being understood and agreed that all proprietary information of the transferring party that is included among the Assets of such transferring party shall become the proprietary information of the transferee party at Closing) will be confidentialkept confidential and such party will not disclose, and following Closingwill cause its employees, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated consultants, advisors and agents not to the Transferred Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (disclose, any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, employees and representatives of its advisers and lenders, in each case, lenders whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use use, and will cause its employees, consultants, advisors and agents not to use, such information to the detriment of the other; provided, provided that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, which rightfully has come into the possession of such party (other than from the other party), ) and (ii) to the extent that such party may, in the reasonable judgment opinion of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has will have used commercially all reasonable efforts, and has will have afforded the other the opportunity, to obtain an appropriate protective order, order or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and (iii) disclosed. The obligation of either party to hold information in confidence pursuant to this Section will be satisfied if such party may use and disclose exercises the same care with respect to such information as it would exercise to preserve the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any confidentiality of its Affiliates having securities listed on a national securities exchange or quotation systemown similar information. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall will use commercially all reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or and other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representativeshereof.

Confidentiality and Publicity. (a) Unless and until Closing occurs, any 5.11.1. Any non-public information that any either party may obtain from the other in connection with this Agreement shall be confidential, and following Closingthe relevant Closing Date, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated to the Transferred Systems MMDS systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential as well as any non-public information in their the possession of such party related to the Transferred Systems MMDS systems and Transferred Assets (any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “"Confidential Information”"). No Each party shall not disclose any Confidential Information to any other Person (other than its Affiliates affiliates and its and its Affiliates’ their directors, officers and employees, and representatives of its advisers and lenders, in each case, whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use such information to the detriment of the other; provided, provided that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, rightfully has come into the possession of such party (other than from the other party), and (ii) to the extent that such party may, in the reasonable judgment of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has used commercially reasonable efforts, and has afforded the other the opportunity, to obtain an appropriate protective order, or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed (except with respect to information required to be disclosed under applicable federal and (iii) such state securities laws, which shall be governed by Section 5.11.2 below). The non-disclosing party may use and disclose such information to shall reasonably cooperate with the extent reasonably necessary to permit such disclosing party to file Tax Returns, defend in obtaining any dispute relating to Taxes, claim any Refund protective order or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue assurance of such party or any of its Affiliates having securities listed on a national securities exchange or quotation systemconfidential treatment. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall use commercially reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representatives.

Confidentiality and Publicity. (a) Unless Each of Insight and until Closing occurs, AT&T will use commercially reasonable efforts to assure that any non-public information that any such party may obtain from the other in connection with this Agreement with respect to the other's Cable Business and Systems (it being understood and agreed that all proprietary information of AT&T or Insight that is included among the Assets of AT&T or Insight shall become the proprietary information of the Partnership at Closing) will be confidentialkept confidential and, such party will not disclose, and following Closingwill cause its employees, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated consultants, advisors and agents not to the Transferred Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (disclose, any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, employees and representatives of its advisers and lenders, in each case, lenders whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use use, and will cause its employees, consultants, advisors and agents not to use, such information to the detriment of the other; provided, provided that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, which rightfully has come into the possession of such party (other than from the other party), ) and (ii) to the extent that such party may, in the reasonable judgment opinion of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has will have used commercially all reasonable efforts, and has will have afforded the other the opportunity, to obtain an appropriate protective order, order or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed disclosed. The obligation of Insight and (iii) AT&T to hold information in confidence pursuant to this Section will be satisfied if such party may use and disclose exercises the same care with respect to such information as it would exercise to preserve the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any confidentiality of its Affiliates having securities listed on a national securities exchange or quotation systemown similar information. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period each of two years after such termination, Insight and (B) each party shall AT&T will use commercially all reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or and other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representativeshereof.

Confidentiality and Publicity. (a) Unless and until Closing occurs, any non-public information that any either party may obtain from the other in connection with this Agreement Agreement, including this Agreement, shall be confidential, and following Closing, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated to the Transferred Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential as well as any non-public information in their the possession of such party related to the Transferred Systems and Transferred Assets (any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as sentence, “Confidential Information”), except as may be required by law or through subpoena or testimony under oath. No Each party shall not disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, and representatives of its advisers and lenders), in each case, whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use such information to the detriment of the otherother except in connection with any litigation or disputes between the parties; provided, provided that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, rightfully has come into the possession of such party (other than from the other party), and (ii) to the extent that such party may, in the reasonable judgment of its counsel, may be compelled by Legal Requirements legal requirements to disclose any of such information, such party may disclose such information if it has used commercially reasonable efforts, and has afforded the other the opportunity, to obtain an appropriate protective order, or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and (iii) such party may use and disclose such information to the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any of its Affiliates having securities listed on a national securities exchange or quotation system. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two (2) years after such termination. Additionally, if Buyer terminates this Agreement, Buyer shall deliver to Seller, and (B) each party shall use commercially reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or other materials obtained by such party Buyer or on its behalf from the otherSeller, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representatives.

Confidentiality and Publicity. (a) Unless and until Closing occurs, any non-public information that any party may obtain from the other in connection with this Agreement shall be confidential, and following Closing, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated to the Transferred Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, and representatives of its advisers and lenders, in each case, whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use such information to the detriment of the other; provided, that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, rightfully has come into the possession of such party (other than from the other party), and (ii) to the extent that such party may, in the reasonable judgment of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has used commercially reasonable efforts, and has afforded the other the opportunity, to obtain an appropriate protective order, or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and (iii) such party may use and disclose such information to the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any of its Affiliates having securities listed on a national securities exchange or quotation system. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall use commercially reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representatives.

Confidentiality and Publicity. (a) Unless Each of Insight and until Closing occurs, TCI will use commercially reasonable efforts to assure that any non-public information that any such party may obtain from the other in connection with this Agreement shall will be confidentialkept confidential and, such party will not disclose, and following Closingwill cause its employees, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated consultants, advisors and agents not to the Transferred Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (disclose, any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, employees and representatives of its advisers and lenders, in each case, lenders whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use use, and will cause its employees, consultants, advisors and agents not to use, such information to the detriment of the other; provided, provided that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, which rightfully has come into the possession of such party (other than from the other party), ) and (ii) to the extent that such party may, in the reasonable judgment opinion of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has will have used commercially all reasonable efforts, and has will have afforded the other the opportunity, to obtain an appropriate protective order, order or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed disclosed. The obligation of Insight and (iii) TCI to hold information in confidence pursuant to this Section will be satisfied if such party may use and disclose exercises the same care with respect to such information as it would exercise to preserve the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any confidentiality of its Affiliates having securities listed on a national securities exchange or quotation systemown similar information. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period each of two years after such termination, Insight and (B) each party shall TCI will use commercially all reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or and other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representativeshereof.

Confidentiality and Publicity. (a) Unless and until Closing occurs7.13.1 Prior to the Closing, each Party will keep confidential any non-public information that such Party may obtain from the other in connection with this Agreement, and following the Closing, each Party will keep confidential any party non-public information that such Party may obtain from the other in connection with this Agreement shall be confidential, and following Closing, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated to the Transferred Cable Business and Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential transferred by the other Party pursuant to this Agreement as well as any non-public information in their the possession of such Party related to the Transferred Cable Business and Systems and Transferred Assets transferred by such Party to the other Party pursuant to this Agreement (any such information that a party Party is required to keep confidential pursuant to this sentence shall be referred to as “"Confidential Information”"). No party shall disclose Each Party will not disclose, and will cause its employees, consultants, advisors and agents not to disclose, any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, employees and representatives of its advisers and lenders, in each case, lenders whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use use, and will cause its controlled Affiliates, directors, officers, employees, consultants, advisors and agents not to use, such information Confidential Information to the detriment of the other; provided, provided that (i) such party Party may use and disclose any such information Confidential Information once it has been publicly disclosed (other than by such party Party in breach of its obligations under this Section) or which, to its knowledge, which rightfully has come into the possession of such party Party (other than from the other party), Party and other than from another Person in violation of any duty or obligation of confidentiality) and (ii) to the extent that such party Party may, in the reasonable judgment opinion of its counsel, be compelled by Legal Requirements to disclose any of such informationConfidential Information, such party Party may disclose such information Confidential Information if it has will have used commercially all reasonable efforts, and has will have afforded the other the opportunity, to obtain an appropriate protective order, order or other satisfactory assurance of confidential treatment, for the information Confidential Information compelled to be disclosed and (iii) such party may use and disclose such information to the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any of its Affiliates having securities listed on a national securities exchange or quotation systemdisclosed. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall use commercially reasonable efforts to Party will cause to be delivered to the other, and to retain no copies of, any documents, work papers or and other materials obtained by such party Party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representativeshereof.

Confidentiality and Publicity. (a) Unless and until Closing occurs, No party will disclose any non-public information that any such party may obtain from the other in connection with this Agreement shall be confidential, and following Closing, each party shall keep confidential any non-public information that such party may receive or from another party in connection Comcast with this Agreement unrelated respect to the Transferred Systems or Transferred Telephony Business (it being understood and agreed that all proprietary information of Comcast that is included among the Acquired Assets shall become the proprietary information of Insight at Closing). Each party will cause its employees, consultants, advisors and Time Warner Cable and its Affiliates shall keep confidential any non-public information in their possession related agents not to the Transferred Systems and Transferred Assets (disclose any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, employees and representatives of its advisers and lenders, in each case, lenders whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use use, and will cause its employees, consultants, advisors and agents not to use, such information to the detriment of the other; provided, provided that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, which rightfully has come into the possession of such party (other than from the other party), ) and (ii) to the extent that such party may, in the reasonable judgment opinion of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has will have used commercially all reasonable efforts, and has will have afforded the other the opportunity, to obtain an appropriate protective order, order or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and (iii) such party may use and disclose such information to the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any of its Affiliates having securities listed on a national securities exchange or quotation systemdisclosed. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall will use commercially all reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or and other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of hereof; provided that, this Agreement. For sentence shall not apply to information obtained pursuant to the avoidance of doubtTelephony Agreements, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representativeswhich shall be governed by the Telephony Agreements.

Confidentiality and Publicity. (a) Unless and until Closing occurs, 7.17.1 Each party will keep confidential any non-public information that any such party may obtain from the other in connection with this Agreement shall be confidentialwith respect to the other's Cable Business and Systems and, unless and until the Closing occurs, such party will not disclose, and following Closingwill cause its employees, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated consultants, advisors and agents not to the Transferred Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (disclose, any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, employees and representatives of its advisers and lenders, in each case, lenders whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use use, and will cause its employees, consultants, advisors and agents not to use, such information to the detriment of the other; provided, provided that (ia) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, which rightfully has come into the possession of such party (other than from the other party), ) and (iib) to the extent that such party may, in the reasonable judgment opinion of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has will have used commercially all reasonable efforts, and has will have afforded the other the opportunity, to obtain an appropriate protective order, order or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and (iii) disclosed. The obligation by either party to hold information in confidence pursuant to this Section will be satisfied if such party may use and disclose exercises the same care with respect to such information as it would exercise to preserve the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any confidentiality of its Affiliates having securities listed on a national securities exchange or quotation systemown similar information. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall will use commercially all reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or and other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representativeshereof.

Confidentiality and Publicity. (a) Unless and until Closing occurs, Each party will use commercially reasonable efforts to assure that any non-public information that any such party may obtain from the other in connection with this Agreement with respect to the other’s Cable Business and Systems (it being understood and agreed that all proprietary information of the transferring party that is included among the Assets of such transferring party shall become the proprietary information of the transferee party at Closing) will be confidentialkept confidential and, such party will not disclose, and following Closingwill cause its employees, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated consultants, advisors and agents not to the Transferred Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (disclose, any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, employees and representatives of its advisers and lenders, in each case, lenders whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use use, and will cause its employees, consultants, advisors and agents not to use, such information to the detriment of the other; provided, provided that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, which rightfully has come into the possession of such party (other than from the other party), ) and (ii) to the extent that such party may, in the reasonable judgment opinion of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has will have used commercially all reasonable efforts, and has will have afforded the other the opportunity, to obtain an appropriate protective order, order or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and (iii) disclosed. The obligation of either party to hold information in confidence pursuant to this Section will be satisfied if such party may use and disclose exercises the same care with respect to such information as it would exercise to preserve the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any confidentiality of its Affiliates having securities listed on a national securities exchange or quotation systemown similar information. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall will use commercially all reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or and other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representativeshereof.

Confidentiality and Publicity. (a) Unless and until Closing occurs, 7.13.1 Each party will use reasonable efforts to assure that any non-public information that any such party may obtain from the other in connection with this Agreement shall or with respect to the Cable Business and Systems will be confidentialconfidential and, unless and until the Closing occurs, such party will not disclose, and following Closingwill cause its employees, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated consultants, advisors and agents not to the Transferred Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (disclose, any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, employees and representatives of its advisers and lenders, in each case, lenders whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use use, and will cause its employees, consultants, advisors and agents not to use, such information to the detriment of the other; provided, provided that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, which rightfully has come into the possession of such party (other than from the other party), ) and (ii) to the extent that such party may, in the reasonable judgment opinion of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has will have used commercially all reasonable efforts, and has will have afforded the other the opportunity, to obtain an appropriate protective order, order or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and (iii) disclosed. The obligation by either party to hold information in confidence pursuant to this Section will be satisfied if such party may use and disclose exercises the same care with respect to such information as it would exercise to preserve the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any confidentiality of its Affiliates having securities listed on a national securities exchange or quotation systemown similar information. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall will use commercially all reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representatives.and

Confidentiality and Publicity. (a) Unless Each party hereto will hold, and until Closing occurswill use its best efforts to cause its Affiliates, and their respective Representatives to hold, in strict confidence from any non-public Person (other than any such Affiliate, unless (i) compelled to disclose by judicial or administrative process (including without limitation in connection with obtaining the necessary approvals of this Agreement and the transactions contemplated hereby of Governmental or Regulatory Authorities) or by other requirements of Law or (ii) disclosed in an Action or Proceeding brought by a party hereto in pursuit of its rights or in the exercise of its remedies hereunder, all documents and information that any party may obtain from concerning the other party or any of its Affiliates furnished to it by the other party or such other party’s Representatives in connection with this Agreement or the transactions contemplated hereby, except to the extent that such documents or information can be shown to have been (A) previously known by the party receiving such documents or information, (B) in the public domain (either prior to or after the furnishing of such documents or information hereunder) through no fault of such receiving party or (C) later acquired by the receiving party from another source if the receiving party is not aware that such source is under an obligation to another party hereto to keep such documents and information confidential; provided that following the Closing the foregoing restrictions will not apply to Buyer’s use of documents and information concerning Descap furnished by Sellers hereunder. In the event the transactions contemplated hereby are not consummated, the foregoing restrictions shall be confidentialcontinue to apply to the parties until the second anniversary of the date on which discussions between the parties regarding the sale of Descap to First Albany are terminated, and following Closingupon the request of the other party, each party shall keep confidential any non-public will and will cause its Affiliates and their respective Representatives to promptly redeliver or cause to be redelivered all copies of documents and information that such party may receive from another furnished by the other party in connection with this Agreement unrelated to the Transferred Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, and representatives of its advisers and lenders, in each case, whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) hereby and destroy or use such information to the detriment of the other; provided, that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, rightfully has come into the possession of such party (other than from the other party), and (ii) to the extent that such party may, in the reasonable judgment of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has used commercially reasonable efforts, and has afforded the other the opportunity, to obtain an appropriate protective order, or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and (iii) such party may use and disclose such information to the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any of its Affiliates having securities listed on a national securities exchange or quotation system. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall use commercially reasonable efforts to cause to be delivered to destroyed all notes, memoranda, summaries, analyses, compilations and other writings related thereto or based thereon prepared by the other, party furnished such documents and to retain no copies of, any documents, work papers information or other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representativesRepresentatives.

Confidentiality and Publicity. (a) Unless and until Closing occurs, Each Party will use commercially reasonable efforts to assure that any non-public information that any party such Party may obtain from the other in connection with this Agreement shall with respect to the other's Cable Business and Systems will be confidentialkept confidential and, unless and until the Closing occurs, such Party will not disclose, and following Closingwill cause its employees, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated consultants, advisors and agents not to the Transferred Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (disclose, any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, employees and representatives of its advisers and lenders, in each case, lenders whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use use, and will cause its employees, consultants, advisors and agents not to use, such information to the detriment of the other; provided, provided that (i) such party Party may use and disclose any such information once it has been publicly disclosed (other than by such party Party in breach of its obligations under this Section) or which, to its knowledge, which rightfully has come into the possession of such party Party (other than from the other party), Party) and (ii) to the extent that such party Party may, in the reasonable judgment opinion of its counsel, be compelled by Legal Requirements to disclose any of such information, such party Party may disclose such information if it has will have used commercially all reasonable efforts, and has will have afforded the other Party the opportunity, to obtain an appropriate protective order, order or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and (iii) disclosed. The obligation by either Party to hold information in confidence pursuant to this Section will be satisfied if such party may use and disclose Party exercises the same care with respect to such information as it would exercise to preserve the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any confidentiality of its Affiliates having securities listed on a national securities exchange or quotation systemown similar information. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall Party will use commercially all reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or and other materials obtained by such party Party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representativeshereof.

Confidentiality and Publicity. (a) Unless and until Closing occurs, Each party will use commercially reasonable efforts to assure that any non-public information that any such party may obtain from the other in connection with this Agreement or from AT&T with respect to the Cable Business and Systems (it being understood and agreed that all proprietary information of AT&T that is included among the Assets shall become the proprietary information of Insight at Closing) will be confidentialkept confidential and, such party will not disclose, and following Closingwill cause its employees, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated consultants, advisors and agents not to the Transferred Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (disclose, any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, employees and representatives of its advisers and lenders, in each case, lenders whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use use, and will cause its employees, consultants, advisors and agents not to use, such information to the detriment of the other; provided, provided that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, which rightfully has come into the possession of such party (other than from the other party), ) and (ii) to the extent that such party may, in the reasonable judgment opinion of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has will have used commercially all reasonable efforts, and has will have afforded the other the opportunity, to obtain an appropriate protective order, order or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and (iii) disclosed. The obligation of either party to hold information in confidence pursuant to this Section will be satisfied if such party may use and disclose exercises the same care with respect to such information as it would exercise to preserve the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any confidentiality of its Affiliates having securities listed on a national securities exchange or quotation systemown similar information. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall will use commercially all reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or and other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representativeshereof.

Confidentiality and Publicity. (a) Unless and until Closing occurs, any non-public information that any party may obtain from the other in connection with this Agreement shall be confidential, and following Closing, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated to the Transferred Systems or Transferred Assets and Time Warner Cable TWE and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, and representatives of its advisers and lenders, in each case, whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use such information to the detriment of the other; provided, that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, rightfully has come into the possession of such party (other than from the other party), and (ii) to the extent that such party may, in the reasonable judgment of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has used commercially reasonable efforts, and has afforded the other the opportunity, to obtain an appropriate protective order, or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and (iii) such party may use and disclose such information to the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any of 61 its Affiliates having securities listed on a national securities exchange or quotation system. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall use commercially reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representatives.

Confidentiality and Publicity. (a) Unless and until Closing occurs, any non-public information that any party may obtain from 7.13.1 Prior to the other in connection with this Agreement shall be confidential, and following Closing, each party shall Party will keep confidential any non-public information that such party Party may receive obtain from another party the other Parties in connection with this Agreement, and following the Closing, each Party will keep confidential any non-public information that such Party may obtain from the other Parties in connection with this Agreement unrelated to the Transferred Cable Business and Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential as well as any non-public information in their the possession of such Party related to the Transferred Cable Business and Systems and Transferred Assets (any such information that a party Party is required to keep confidential pursuant to this sentence shall be referred to as “"Confidential Information”"). No party shall disclose Party will disclose, and each Party will cause its employees, consultants, advisors and agents not to disclose, any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, employees and representatives of its advisers and lenders, in each case, lenders whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use use, and will cause its controlled Affiliates, directors, officers, employees, consultants, advisors and agents not to use, such information Confidential Information to the detriment of the otherother Parties; provided, provided that (i) such party Charter may use and disclose any such information Confidential Information once it has been publicly disclosed (other than by such party Charter in breach of its obligations under this Section) or which, to its knowledge, which rightfully has come into the possession of such party Charter (other than from the RMG or IPWT and other party), than from another Person in violation of any duty or obligation of confidentiality) and (ii) to the extent that such party Charter may, in the reasonable judgment opinion of its counsel, be compelled by Legal Requirements to disclose any of such informationConfidential Information, such party Charter may disclose such information Confidential Information if it has will have used commercially all reasonable efforts, and has will have afforded the other the opportunity, to obtain an appropriate protective order, order or other satisfactory assurance of confidential treatment, for the information Confidential Information compelled to be disclosed and (iii) such party may use and disclose such information to the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any of its Affiliates having securities listed on a national securities exchange or quotation systemdisclosed. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall use commercially reasonable efforts to Charter will cause to be delivered to the other, and to retain no copies of, any documents, work papers or and other materials obtained by such party Charter or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representativeshereof.

Confidentiality and Publicity. (a) Unless Each of Insight and until Closing occurs, TCI will use commercially reasonable efforts to assure that any non-public information that any such party may obtain from the other in connection with this Agreement with respect to the other's Cable Business and Systems (it being understood and agreed that all proprietary information of the transferring party that is included among the Assets of such transferring party shall become the proprietary information of the Company at Closing) will be confidentialkept confidential and, such party will not disclose, and following Closingwill cause its employees, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated consultants, advisors and agents not to the Transferred Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (disclose, any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, employees and representatives of its advisers and lenders, in each case, lenders whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use use, and will cause its employees, consultants, advisors and agents not to use, such information to the detriment of the other; provided, provided that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, which rightfully has come into the possession of such party (other than from the other party), ) and (ii) to the extent that such party may, in the reasonable judgment opinion of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has will have used commercially all reasonable efforts, and has will have afforded the other the opportunity, to obtain an appropriate protective order, order or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed disclosed. The obligation of Insight and (iii) TCI to hold information in confidence pursuant to this Section will be satisfied if such party may use and disclose exercises the same care with respect to such information as it would exercise to preserve the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any confidentiality of its Affiliates having securities listed on a national securities exchange or quotation systemown similar information. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period each of two years after such termination, Insight and (B) each party shall TCI will use commercially all reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or and other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representativeshereof.

Confidentiality and Publicity. (a) Unless and until Closing occurs, any non-public information that any either party (treating, for purposes of this Section 6.4, the Comcast Parties as one party and the TWC Parties as the other party) may obtain from the other or its Affiliates in connection with this Agreement shall be confidential, and following Closing, each party shall keep confidential any non-public information that such party may receive from another the other party or its Affiliates in connection with this Agreement unrelated to the Transferred Systems or the Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential to be directly or indirectly transferred by the other party in an Exchange as well as any non-public information in their the possession of such party related to the Transferred Systems and Transferred Assets transferred directly or indirectly by such party to the other party pursuant to this Agreement (any such information that a party is required to keep confidential pursuant to this sentence shall shall, with respect to such party, be referred to as “Confidential Information”). No Each party shall not disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, and representatives of its advisers and lenders, in each case, whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use such information to the detriment of the other; provided, that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by 103 such party in breach of its obligations under this Section) or which, to its knowledge, rightfully has come into the possession of such party (other than from the other party), and (ii) to the extent that such party may, in the reasonable judgment of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has used commercially reasonable efforts, and has afforded the other party the opportunity, to obtain an appropriate protective order, or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and disclosed, (iii) such party may use and disclose such information to the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and proceeding, (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any of its Affiliates having securities listed on a national securities exchange or quotation system, and (v) such party may disclose such information as may be required under or in connection with the obligations of such party under either Adelphia Purchase Agreement. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall use commercially reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representatives.

Confidentiality and Publicity. (a) Unless and until Closing occurs, any non-public information that any party may obtain from the other in connection with this Agreement shall be confidential, and following Closing, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated to the Transferred Systems or Transferred Assets and Time Warner Cable TWE and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “"Confidential Information”"). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ ' directors, officers and employees, and representatives of its advisers and lenders, in each case, whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use such information to the detriment of the other; provided, that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, rightfully has come into the possession of such party (other than from the other party), and (ii) to the extent that such party may, in the reasonable judgment of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has used commercially reasonable efforts, and has afforded the other the opportunity, to obtain an appropriate protective order, or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed and (iii) such party may use and disclose such information to the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any of its Affiliates having securities listed on a national securities exchange or quotation system. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period of two years after such termination, and (B) each party shall use commercially reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representatives.

Confidentiality and Publicity. (a) Unless Each of Century and until Closing occurs, TCI will use commercially reasonable efforts to assure that any non-public information that any such party may obtain from the other in connection with this Agreement with respect to the other's Cable Business and Systems (it being understood and agreed that all proprietary information of the transferring party that is included among the Assets of such transferring party shall become the proprietary information of the Partnership at Closing) will be confidentialkept confidential and such party will not disclose, and following Closingwill cause its employees, each party shall keep confidential any non-public information that such party may receive from another party in connection with this Agreement unrelated consultants, advisors and agents not to the Transferred Systems or Transferred Assets and Time Warner Cable and its Affiliates shall keep confidential any non-public information in their possession related to the Transferred Systems and Transferred Assets (disclose, any such information that a party is required to keep confidential pursuant to this sentence shall be referred to as “Confidential Information”). No party shall disclose any Confidential Information to any other Person (other than its Affiliates and its and its Affiliates’ directors, officers and employees, employees and representatives of its advisers and lenders, in each case, lenders whose knowledge thereof is necessary in order to facilitate the consummation of the transactions contemplated hereby, in which case such party shall be responsible for any breach by any such Person) or use use, and will cause its employees, consultants, advisors and agents not to use, such information to the detriment of the other; provided, provided that (i) such party may use and disclose any such information once it has been publicly disclosed (other than by such party in breach of its obligations under this Section) or which, to its knowledge, which rightfully has come into the possession of such party (other than from the other party), ) and (ii) to the extent that such party may, in the reasonable judgment opinion of its counsel, be compelled by Legal Requirements to disclose any of such information, such party may disclose such information if it has will have used commercially all reasonable efforts, and has will have afforded the other the opportunity, to obtain an appropriate protective order, order or other satisfactory assurance of confidential treatment, for the information compelled to be disclosed disclosed. The obligation of Century and (iii) TCI to hold information in confidence pursuant to this Section will be satisfied if such party may use and disclose exercises the same care with respect to such information as it would exercise to preserve the extent reasonably necessary to permit such party to file Tax Returns, defend any dispute relating to Taxes, claim any Refund or otherwise provide information to a Governmental Authority in connection with any other Tax Proceeding and (iv) such party may use and disclose such information to the extent necessary to comply with Legal Requirements or any periodic reporting obligations such party may have by virtue of such party or any confidentiality of its Affiliates having securities listed on a national securities exchange or quotation systemown similar information. In the event of termination of this Agreement, (A) the obligation set forth in this Section shall continue for a period each of two years after such termination, Century and (B) each party shall TCI will use commercially all reasonable efforts to cause to be delivered to the other, and to retain no copies of, any documents, work papers or and other materials obtained by such party or on its behalf from the other, whether so obtained before or after the execution of this Agreement. For the avoidance of doubt, 69 Comcast Trust may disclose any Confidential Information to Comcast Subsidiary and its Affiliates and their respective representativeshereof.