Confidentiality; Announcements. (a) Each Party agrees that during the term of this Agreement and for a period of two (2) years after the termination of this Agreement, it shall, and shall cause its respective Representatives to: (i) treat and hold in strict confidence any Confidential Information, and will not use for any purpose (except in connection with the transactions contemplated by this Agreement, performing its obligations hereunder or enforcing its rights hereunder), nor directly or indirectly disclose, distribute, publish, disseminate or otherwise make available to any third party any of the Confidential Information without the prior written consent of the Party to which the Confidential Information relates, provided however that each Party shall be permitted to disclose any Confidential Information to its Affiliates and its and their respective employees, officers and directors, current or prospective partners, co-investors, financing sources, transferees or bankers, lenders, accountants, legal counsels, business partners, representatives or advisors who need to know such information as such disclosing Party deems appropriate, in each case only where such persons or entities are under appropriate nondisclosure obligations; (ii) in the event that it or any of its respective Representatives becomes legally compelled to disclose any Confidential Information, (A) provide to the extent legally permitted the Party to which the Confidential Information relates with prompt written notice of such requirement so that such Party to which the information relates or an Affiliate thereof may seek, at its cost, a protective order or other remedy or waive compliance with this Section 4.11(a) and (B) in the event that such protective order or other remedy is not obtained, or the Party to which the Confidential Information relates waives compliance with this Section 4.11(a), furnish only that portion of such Confidential Information which is legally required to be provided as advised by outside counsel and to exercise its commercially reasonable efforts to obtain assurances that confidential treatment will be accorded such Confidential Information; and (iii) in the event that it or any of their respective Representatives is required or requested to disclose any Confidential Information to governmental authorities, furnish only that portion of such Confidential Information which it deems appropriate in response to such requested based on the advice of its counsel. Notwithstanding anything in thi...
Confidentiality; Announcements. 21.1 Each Party shall keep confidential and shall procure that each and every Affiliate of such Party keeps confidential:
Confidentiality; Announcements. (a) Each of the Company and the Lender (i) acknowledges that the existence and terms of this Agreement and, in the case of the Lender, any and all information relating to the Company (including, without limitation, any information shared by the Company in connection with discussions on the financial restructuring of the Company and any and all information provided by the Company in compliance with the information covenants of this Agreement) constitute confidential information and (ii) agrees not to disclose any such information to any Person without the prior written consent of the other party, except to any of its directors, officers, employees, affiliates, agents, attorneys, auditors or advisors (solely to the extent necessary for it to perform its obligations under this Agreement) or in connection with syndicating a DIP Financing (collectively, the “Authorized Persons”); provided that it shall inform each such Authorized Persons of the confidential nature of the information and shall direct each such Authorized Person to treat such information in accordance with the terms of this paragraph (a); and provided further that it shall also be permitted to disclose such information (i) to the extent required by any law, rule or regulation or by any subpoena or similar judicial and/or administrative order, or other regulatory authority (including any self-regulatory organization having jurisdiction or claiming to have jurisdiction over either party), or (ii) to the extent that such information is or becomes generally available to the public other than as a result of disclosure by it or its Authorized Persons.
Confidentiality; Announcements. (a) The Parties acknowledge that the terms, provisions and covenants of the Confidentiality Agreement shall remain in full force and effect until Closing.
Confidentiality; Announcements. (a) Each party to this Agreement shall only use the Confidential Information disclosed to it by the other for the purposes of this Agreement and shall not disclose to any third party any Confidential Information disclosed to it by the other; and
Confidentiality; Announcements. 5.14.1. That certain confidentiality agreement dated November 9, 2009, between IESI-BFC and WSI and others regarding the confidentiality obligations of each party thereto (the “Confidentiality Agreement”) is hereby ratified and confirmed by the Parties, as applicable, and shall continue in full force and effect until the Closing Date, when it shall terminate.
Confidentiality; Announcements. (a) In addition to the terms and conditions of the Confidentiality Agreement, Buyer and Buyer Parent acknowledge that, in the course of its investigations of the Company, Buyer and its Affiliates and their representatives may have become aware of confidential information and non-public documents of Manitex and its Affiliates (other than the Company), and that its use of such confidential information and documents, or communication of such information to third parties, could be detrimental to Manitex and its Affiliates(other than the Company). Each of Buyer and Buyer Parent covenants that following Closing, all information and documents concerning Manitex and its Affiliates (other than the Company) reviewed by Buyer, Buyer Parent, or their Affiliates or their representatives in connection with this Agreement or the transactions contemplated hereby to the extent not related to the Business, shall be maintained in confidence and shall not be disclosed or used by Buyer, Buyer Parent, the Company or their representatives without Manitex’s prior written consent, unless such information is (i) otherwise publicly available through no breach of this Section 5.4, (ii) required to be disclosed pursuant to law, order or regulation of a court or tribunal or government authority, or (iii) disclosed to any person that proposes to finance, in whole or in part, the purchase of the Company, solely for the purpose of permitting such party to evaluate the advisability of providing such financing. If Buyer, Buyer Parent or the Company becomes legally compelled (by oral questions, interrogatories, requests for information or documents, subpoena, civil or criminal investigative demands, or similar process) or is required by a regulatory body to make any disclosure with respect to Manitex or its Affiliates (other than the Company) that is prohibited by this Section 5.4, Buyer and Buyer Parent will provide Manitex with notice as early as reasonably practicable prior to disclosure (to the extent such notice is not prohibited by law) of such requirement so that Manitex may seek an appropriate protective order or other appropriate remedy.
Confidentiality; Announcements. 16.1 Any information or documents relating to a Party or their respective businesses and made available to another Party in connection with this Agreement shall not be disclosed to third parties or published unless required by applicable law, rules or regulations. However, this obligation shall not apply to information that is proven (i) to have been (or have become) generally available (public domain) without breach of any obligation of any of the Parties, (ii) to have been known to the disclosing Party prior to the disclosure, (iii) to have been independently developed by the disclosing Party, or (iv) to have been received by the disclosing Party from a third party without any violation of any obligation of such third party owed to the disclosing Party.
Confidentiality; Announcements. Seller and Purchaser shall issue mutually agreed press releases after the Signing Date. None of the Parties shall before such release is issued issue any press releases, or otherwise make any public statements or any statements to the Business employees or to third parties (other than each Parties’ advisors) with respect to this Agreement without the prior written approval of the other Party. This provision shall not hinder a party to comply with any statutory or stock market related disclosure obligations. If a Party has to make such disclosure it shall – if possible – notify the other Party prior to such disclosure.
Confidentiality; Announcements. 11.1 Subject to clause 11.2, neither party may:
