Common use of Confidentiality Obligations of BUYER Clause in Contracts

Confidentiality Obligations of BUYER. BUYER shall, and shall cause any agents, officers, directors, employees and other affiliates of BUYER (collectively referred to in this Section as “BUYER affiliates”) to, treat all information received from SELLER concerning the business, Assets, operations, and financial condition of SELLER (including without limitation the Office), as confidential, unless and to the extent that BUYER can demonstrate that such information was already known to BUYER or such BUYER affiliates or in the public domain; and BUYER shall, and shall cause BUYER affiliates to, not use any such information required to be treated as confidential for any purpose except in furtherance of the transactions contemplated hereby. Upon the termination of this Agreement, BUYER shall, and shall cause BUYER affiliates to, promptly return all documents and workpapers containing, and all copies of, any such information required to be treated as confidential received from or on behalf of SELLER in connection with the transactions contemplated hereby. The covenants of BUYER contained in this Section 8.01 shall survive any termination of this Agreement, but shall terminate at the Closing, if it occurs, with respect to any information that is limited solely to the activities and transactions of the Office; provided, however, that neither BUYER nor any of the BUYER affiliates shall be deemed to have violated the covenants set forth in this Section 8.01 if BUYER or any of such BUYER affiliates shall in good faith disclose any of such confidential information in compliance with any legal process, order, or decree issued by any court or agency of government of competent jurisdiction, after BUYER has given SELLER notice of the legal process, order, or decree (if permitted by law).

Confidentiality Obligations of BUYER. From and after the date hereof, BUYER shall, and its affiliates and parent company shall cause any agents, officers, directors, employees and other affiliates of BUYER (collectively referred to in this Section as “BUYER affiliates”) to, treat all information received from SELLER concerning the business, Assetsassets, operations, and financial condition of SELLER and its affiliates and its and their customers (including without limitation the OfficeOffices), as confidential, unless and to the extent that BUYER can demonstrate that such information was already known to BUYER or such BUYER affiliates and its affiliates, if any, or in the public domaindomain or received from a third person not known by BUYER to be under any obligation to SELLER; and BUYER shall, and shall cause BUYER affiliates to, not use any such information (so required to be treated as confidential confidential) for any purpose except in furtherance of the transactions contemplated hereby. Upon the termination of this Agreement, BUYER shall, and shall cause BUYER affiliates its affiliates, if any, to, promptly return all documents and workpapers containing, and all copies of, any such information (so required to be treated as confidential confidential) received from or on behalf of SELLER in connection with the transactions contemplated hereby. The covenants of BUYER contained in this Section 8.01 are of the essence and shall survive any termination of this Agreement, but shall terminate at the Closing, if it occurs, with respect to any information that is limited solely to the activities and transactions of the OfficeOffices; providedPROVIDED, howeverHOWEVER, that neither BUYER nor any of the BUYER its affiliates shall be deemed to have violated the covenants set forth in this Section 8.01 if BUYER or any of such BUYER affiliates shall in good faith disclose any of such confidential information in compliance with any legal process, order, order or decree issued by any court or agency of government of competent jurisdiction, after . It is expressly acknowledged by SELLER that all information provided to BUYER has given SELLER notice related to this purchase and assumption transaction may be provided to BUYER's affiliates as necessary for the purpose of consummating the legal process, order, or decree (if permitted by law)transaction which is the subject of this Agreement subject to compliance with the foregoing restrictions.

Confidentiality Obligations of BUYER. From and after the date ------------------------------------- hereof, BUYER shall, and its affiliates and parent company shall cause any agents, officers, directors, employees and other affiliates of BUYER (collectively referred to in this Section as “BUYER affiliates”) to, treat all information received from SELLER concerning the business, Assetsassets, operations, operations and financial condition of SELLER and its affiliates and its and their customers (including including, without limitation limitation, the OfficeOffices), as confidential, unless and to the extent that BUYER can demonstrate that such information was already known to BUYER or such BUYER affiliates and its affiliates, if any, or in the public domain; , and BUYER shall, and shall cause BUYER affiliates to, not use any such information (so required to be treated as confidential confidential) for any purpose except in furtherance of the transactions contemplated hereby. Upon the termination of this Agreement, BUYER shall, and shall cause BUYER affiliates its affiliates, if any, to, promptly return all documents and workpapers work papers containing, and all copies of, any such information (so required to be treated as confidential confidential) received from or on behalf of SELLER in connection with the transactions contemplated hereby. The covenants of BUYER contained in this Section 8.01 SECTION 8.1 are of the essence and shall ----------- survive any termination of this Agreement, but shall terminate at the Closing, if it occurs, with respect to any information that is limited solely to the activities and transactions of the OfficeOffices; provided, however, that neither BUYER nor any of the BUYER its affiliates shall be deemed to have violated the covenants set forth in this Section 8.01 SECTION 8.1 if BUYER or any of such BUYER affiliates shall in good faith disclose any of ----------- such confidential information in compliance with any legal process, order, order or decree issued by any court or agency of government of competent jurisdiction, after . It is expressly acknowledged by SELLER that all information provided to BUYER has given SELLER notice related to the Acquisition may be provided to BUYER's affiliates as necessary for the purpose of consummating the legal process, order, or decree (if permitted by law)Acquisition. The covenants and obligations of BUYER hereunder shall survive the Closing and any earlier termination of this Agreement.

Confidentiality Obligations of BUYER. From and after the date hereof, BUYER shall, and its affiliates and parent company shall cause any agents, officers, directors, employees and other affiliates of BUYER (collectively referred to in this Section as “BUYER affiliates”) to, treat all information received from SELLER BANK ONE concerning the business, Assetsassets, operations, and financial condition of SELLER BANK ONE and its affiliates and its and their customers (including without limitation the OfficeOffices), as confidential, unless and to the extent that BUYER can demonstrate that such information was already known to BUYER or such BUYER affiliates and its affiliates, if any, or in the public domaindomain or received from a third person not known by BUYER to be under any obligation to BANK ONE; and BUYER shall, and shall cause BUYER affiliates to, not use any such information (so required to be treated as confidential confidential) for any purpose except in furtherance of the transactions contemplated hereby. Upon the termination of this Agreement, BUYER shall, and shall cause BUYER affiliates its affiliates, if any, to, promptly return all documents and workpapers containing, and all copies of, any such information (so required to be treated as confidential confidential) received from or on behalf of SELLER BANK ONE in connection with the transactions contemplated hereby. The covenants of BUYER contained in this Section 8.01 8.1 are of the essence and shall survive any termination of this Agreement, but shall terminate at the Closing, if it occurs, with respect to any information that is limited solely to the activities and transactions of the OfficeOffices; provided, however, that neither BUYER nor any of the BUYER its affiliates shall be deemed to have violated the covenants set forth in this Section 8.01 8.1 if BUYER or any of such BUYER affiliates shall in good faith disclose any of such confidential information in compliance with any legal process, order, order or decree issued by any court or agency of government of competent jurisdiction, after . It is expressly acknowledged by BANK ONE that all information provided to BUYER has given SELLER notice related to this purchase and assumption transaction may be provided to BUYER's affiliates as necessary for the purpose of consummating the legal process, order, or decree (if permitted by law)transaction which is the subject of this Agreement. The covenants and obligations of BUYER hereunder shall survive the Closing and any earlier termination of this Agreement.

Confidentiality Obligations of BUYER. From and after the date hereof, BUYER shall, and its affiliates and parent company shall cause any agents, officers, directors, employees and other affiliates of BUYER (collectively referred to in this Section as “BUYER affiliates”) to, treat all information received from SELLER concerning the business, Assetsassets, operations, and financial condition of SELLER and Banc One and its affiliates and its and their customers (including without limitation the OfficeOffices), as confidential, unless and to the extent that BUYER can demonstrate that such information was already known to BUYER or such BUYER affiliates and its affiliates, if any, or in the public domaindomain or received from a third person not known by BUYER to be under any obligation to SELLER and Banc One; and BUYER shall, and shall cause BUYER affiliates to, not use any such information (so required to be treated as confidential confidential) for any purpose except in furtherance of the transactions contemplated hereby. Upon the termination of this Agreement, BUYER shall, and shall cause BUYER affiliates its affiliates, if any, to, promptly return all documents and workpapers containing, and all copies of, any such information (so required to be treated as confidential confidential) received from or on behalf of SELLER and Banc One in connection with the transactions contemplated hereby. The covenants of BUYER contained in this Section 8.01 8.1 are of the essence and shall survive any termination of this Agreement, but shall terminate at the Closing, if it occurs, with respect to any information that is limited solely to the activities and transactions of the OfficeOffices; provided, however, that neither BUYER nor any of the BUYER its affiliates shall be deemed to have violated the covenants set forth in this Section 8.01 8.1 if BUYER or any of such BUYER affiliates shall in good faith disclose any of such confidential information in compliance with any legal process, order, order or decree issued by any court or agency of government of competent jurisdiction, after . It is expressly acknowledged by SELLER that all information provided to BUYER has given SELLER notice related to this purchase and assumption transaction may be provided to BUYER's affiliates as necessary for the purpose of consummating the legal process, order, or decree (if permitted by law)transaction which is the subject of this Agreement. The covenants and obligations of BUYER hereunder shall survive the Closing and any earlier termination of this Agreement.

Confidentiality Obligations of BUYER. From and after the date hereof, until the earlier of (i) four (4) years following the Closing Date, or (ii) four (4) years following the earlier termination of this Agreement, BUYER shall, and shall cause any agents, officers, directors, employees its affiliates and other affiliates of BUYER (collectively referred to in this Section as “BUYER affiliates”) parent company to, treat all information received from SELLER SELLERS concerning the business, Assetsassets, operations, and financial condition of SELLER SELLERS and their affiliates, and SELLERS’ and their affiliates’ respective customers (including including, without limitation limitation, the Office), as confidential, unless and to the extent that BUYER can demonstrate that such information was already known to BUYER BUYER, its parent company or such BUYER affiliates its affiliates, if any, or in the public domaindomain or received from a third person not known by BUYER, its parent company or its affiliates, if any, to be under any obligation to SELLERS; and BUYER shallshall not, and shall cause BUYER its parent company and affiliates not to, not use any such information required to be treated as confidential for any purpose except in furtherance of the transactions contemplated herebyhereby (including in the filing of required regulatory applications, provided that, if available, a confidential treatment request will be made regarding such confidential information). Upon the any termination of this Agreement, BUYER shall, and shall cause BUYER affiliates its parent company and affiliates, if any, to, promptly return all documents and workpapers containing, and all copies of, any such information required to be treated as confidential received from or on behalf of SELLER SELLERS in connection with the transactions contemplated hereby. The covenants of BUYER contained in this Section 8.01 8.1 are of the essence and shall survive any termination of this AgreementAgreement in accordance with the terms of this Section 8.1, but shall terminate at the Closing, if it occurs, with respect to any information that is limited solely to the activities and transactions of the Office; provided, however, that neither BUYER nor its parent company or any of the BUYER its affiliates shall be deemed to have violated the covenants set forth in this Section 8.01 8.1 if BUYER or any of such BUYER affiliates shall in good faith disclose any of such confidential information is required to be disclosed in compliance with any legal process, order, order or decree issued by any court or agency of government of competent jurisdiction. It is expressly acknowledged by SELLERS that all information provided to BUYER related to the Acquisition may be provided to BUYER's parent company and affiliates, after BUYER has given SELLER notice if any, as necessary for the purpose of consummating the legal process, order, or decree (if permitted by law)Acquisition.

Confidentiality Obligations of BUYER. BUYER shallFrom and after the date hereof, Buyer and its affiliates and parent company shall cause any agents, officers, directors, employees and other affiliates of BUYER (collectively referred to in this Section as “BUYER affiliates”) to, treat all information received from SELLER Seller concerning the business, Assetsassets, operations, and financial condition of SELLER Seller and its affiliates and its and their customers (including without limitation the OfficeBranch), as confidential, unless and to the extent that BUYER Buyer can demonstrate that such information was already known to BUYER Buyer and its affiliates, if any, or such BUYER affiliates or is then in the public domaindomain through no fault of Buyer or its affiliates or was received from a third person not known by Buyer to be under any obligation to Seller; and BUYER shall, and Buyer shall cause BUYER affiliates to, not use any such information (so required to be treated as confidential confidential) for any purpose except in furtherance of the transactions contemplated hereby. Upon the termination of this Agreement, BUYER Buyer shall, and shall cause BUYER affiliates toits affiliates, if any, to promptly return all documents and workpapers containing, and all copies of, any such information (so required to be treated as confidential confidential) received from or on behalf of SELLER Seller in connection with the transactions contemplated hereby. The covenants of BUYER Buyer contained in this Section 8.01 are of the essence and shall survive any termination of this Agreement, but shall terminate at the Closing, if it occurs, with respect to any information that is limited solely to the activities and transactions of the OfficeBranch; provided, however, that neither BUYER Buyer nor any of the BUYER its affiliates shall be deemed to have violated the covenants set forth in this Section 8.01 if BUYER or any of such BUYER affiliates Buyer shall in good faith disclose any of such confidential information in compliance with any legal or regulatory requirement, process, order, order or decree issued by any court or agency of government of competent jurisdiction, after BUYER has given SELLER notice . It is expressly acknowledged by Seller that all information provided to Buyer related to the Acquisition may be provided to Buyer's affiliates and representatives as necessary for the purpose of consummating the legal process, order, or decree (if permitted by law)Acquisition.

Confidentiality Obligations of BUYER. From and after the date hereof, BUYER shall, and its affiliates and parent company shall cause any agents, officers, directors, employees and other affiliates of BUYER (collectively referred to in this Section as “BUYER affiliates”) to, treat all information received from SELLER concerning the business, Assetsassets, operations, and financial condition of SELLER and its affiliates, and its and their customers (including without limitation the OfficeOffices), as confidential, unless and to the extent that BUYER can demonstrate that such information was already known to BUYER or such BUYER affiliates and its affiliates, if any, or in the public domaindomain or received from a third person not known by BUYER to be under any obligation to SELLER; and BUYER shall, and shall cause BUYER affiliates to, not use any such information required to be treated as confidential for any purpose except in furtherance of the transactions contemplated herebyhereby (including in the filing of required regulatory applications, provided that, if available, a confidential treatment request will be made regarding such confidential information). Upon the any termination of this Agreement, BUYER shall, and shall cause BUYER affiliates its affiliates, if any, to, promptly return all documents and workpapers containing, and all copies of, any such information required to be treated as confidential received from or on behalf of SELLER in connection with the transactions contemplated hereby. The covenants of BUYER contained in this Section 8.01 8.1 are of the essence and shall survive any termination of this Agreement, but shall terminate at the Closing, if it occurs, with respect to any information that is limited solely to the activities and transactions of the OfficeOffices; provided, however, that neither BUYER nor any of the BUYER its affiliates shall be deemed to have violated the covenants set forth in this Section 8.01 8.1 if BUYER or any of such BUYER affiliates shall in good faith be required to disclose any of such confidential information in compliance with any legal process, order, order or decree issued by any court or agency of government of competent jurisdiction, after . It is expressly acknowledged by SELLER that all information provided to BUYER has given SELLER notice related to the Acquisition may be provided to BUYER's affiliates as necessary for the purpose of consummating the legal process, order, or decree (if permitted by law)Acquisition. The covenants and obligations of BUYER hereunder shall survive the Closing and any earlier termination of this Agreement.

Confidentiality Obligations of BUYER. From and after the date hereof until the Closing, BUYER shall, and its affiliates and parent company shall cause any agents, officers, directors, employees and other affiliates of BUYER (collectively referred to in this Section as “BUYER affiliates”) to, treat all information received from SELLER concerning the business, Assetsassets, operations, and financial condition of SELLER and its affiliates and its and their customers (including without limitation the OfficeAssets), as confidential, unless and to the extent that BUYER can demonstrate that such information was already known to BUYER or such BUYER affiliates and its affiliates, if any, or in the public domaindomain or received from a third person not known by BUYER to be under any obligation to SELLER; and BUYER shall, and shall cause BUYER affiliates to, not use any such information (so required to be treated as confidential confidential) for any purpose except in furtherance of the transactions contemplated hereby. Upon the termination of this Agreement, BUYER shall, and shall cause BUYER affiliates its affiliates, if any, to, promptly return all documents and workpapers containing, and all copies of, any such information (so required to be treated as confidential confidential) received from or on behalf of SELLER in connection with the transactions contemplated hereby. The covenants of BUYER contained in this Section 8.01 8.1 are of the essence and shall survive any termination of this Agreement, but shall terminate at the Closing, if it occurs, with respect to any information that is limited solely to the activities and transactions of the OfficeOffices; provided, however, that neither BUYER nor any of the BUYER its affiliates shall be deemed to have violated the covenants set forth in this Section 8.01 8.1 if BUYER or any of such BUYER affiliates shall in good faith disclose any of such confidential information in compliance with any legal process, order, order or decree issued by any court or agency of government of competent jurisdiction, after . It is expressly acknowledged by SELLER that all information provided to BUYER has given SELLER notice related to this purchase and assumption transaction may be provided to BUYER’s affiliates as necessary for the purpose of consummating the legal process, order, or decree (if permitted by law)transaction which is the subject of this Agreement. The covenants and obligations of BUYER hereunder shall survive the Closing and any earlier termination of this Agreement.

Confidentiality Obligations of BUYER. BUYER shallFrom and after the date hereof, Buyer, its affiliates, and parent company shall cause any agents, officers, directors, employees and other affiliates of BUYER (collectively referred to in this Section as “BUYER affiliates”) to, treat all information received from SELLER Seller concerning the business, Assetsassets, operations, and financial condition of SELLER Seller, and its affiliates, and its customers (including without limitation the OfficeBranches), as confidentialconfidential (the "Confidential Information"), unless and to the extent that BUYER Buyer can demonstrate that such information Confidential Information was already known to BUYER or such BUYER affiliates Buyer and its affiliates, or in the public domain, or received from a third person not known by Buyer to be under any obligation to Seller; and BUYER shall, and Buyer shall cause BUYER affiliates to, not use any such information required to be treated as confidential Confidential Information for any purpose except in furtherance of the transactions contemplated hereby. Upon the termination of this Agreement, BUYER Buyer shall, and shall cause BUYER affiliates its affiliates, if any, to, promptly return all documents and workpapers work papers containing, and all copies of, any such information required to be treated as confidential Confidential Information received from or on behalf of SELLER Seller in connection with the transactions contemplated hereby. The covenants of BUYER Buyer contained in this Section 8.01 are of the essence and shall survive any termination of this Agreement, but shall terminate at the Closing, if it occurs, with respect to any information Confidential Information that is limited solely to the activities and transactions of the OfficeBranches; provided, however, that neither BUYER Buyer nor any of the BUYER its affiliates shall be deemed to have violated the covenants set forth in this Section 8.01 if BUYER or any of such BUYER affiliates Buyer shall in good faith disclose any of such confidential information Confidential Information in compliance with any legal process, order, order or decree issued by any court or agency of government of competent jurisdiction, after BUYER has given SELLER notice . It is expressly acknowledged by Seller that all Confidential Information provided to Buyer related to the Acquisition may be provided to Buyer's affiliates as necessary for the purpose of consummating the legal process, order, or decree (if permitted by law)Acquisition subject to compliance with the foregoing restrictions.

Confidentiality Obligations of BUYER. BUYER shall, and shall cause any agents, officers, directors, employees and other affiliates of BUYER (collectively referred to in this Section as “BUYER affiliates”) to, treat all information received from SELLER concerning the business, Assets, operations, and financial condition of SELLER (including without limitation the Office), as confidential, unless and to the extent that BUYER can demonstrate that such information was already known to BUYER or such BUYER affiliates or in the public domain; and BUYER shall, and shall cause BUYER its affiliates to, not use any such information required to be treated as confidential for any purpose except in furtherance of the transactions contemplated hereby. Upon the termination of this Agreement, BUYER shall, and shall cause BUYER its affiliates to, promptly return all documents and workpapers containing, and all copies of, any such information required to be treated as confidential received from or on behalf of SELLER in connection with the transactions contemplated hereby. The covenants of BUYER contained in this Section 8.01 7.01 shall survive any termination of this Agreement, but shall terminate at the Closing, if it occurs, with respect to any information that is limited solely to the activities and transactions of the Office; provided, however, that neither BUYER nor any of the BUYER its affiliates shall be deemed to have violated the covenants set forth in this Section 8.01 7.01 if BUYER or any of such BUYER affiliates shall in good faith disclose any of such confidential information in compliance with any legal process, order, or decree issued by any court or agency of government of competent jurisdiction; provided, after however, that BUYER has given shall give SELLER prompt notice of the legal process, order, or decree (any such order so that SELLER may challenge such order if permitted by law)SELLER so desires.

Confidentiality Obligations of BUYER. From and after the date hereof until the Closing, BUYER shall, and its affiliates and parent company shall cause any agents, officers, directors, employees and other affiliates of BUYER (collectively referred to in this Section as “BUYER affiliates”) to, treat all information received from SELLER concerning the business, Assetsassets, operations, and financial condition of SELLER and its affiliates and its and their customers (including without limitation the OfficeAssets), as confidential, unless and to the extent that BUYER can demonstrate that such information was already known to BUYER or such BUYER affiliates and its affiliates, if any, or in the public domaindomain or received from a third person not known by BUYER to be under any obligation to SELLER; and BUYER shall, and shall cause BUYER affiliates to, not use any such information (so required to be treated as confidential confidential) for any purpose except in furtherance of the transactions contemplated hereby. Upon the termination of this Agreement, BUYER shall, and shall cause BUYER affiliates its affiliates, if any, to, promptly return all documents and workpapers containing, and all copies of, any such information (so required to be treated as confidential confidential) received from or on behalf of SELLER in connection with the transactions contemplated hereby. The covenants of BUYER contained in this Section 8.01 8.1 are of the essence and shall survive any termination of this Agreement, but shall terminate at the Closing, if it occurs, with respect to any information that is limited solely to the activities and transactions of the OfficeOffices; provided, however, that neither BUYER nor any of the BUYER its affiliates shall be deemed to have violated the covenants set forth in this Section 8.01 8.1 if BUYER or any of such BUYER affiliates shall in good faith disclose any of such confidential information in compliance with any legal process, order, order or decree issued by any court or agency of government of competent jurisdiction, after . It is expressly acknowledged by SELLER that all information provided to BUYER has given SELLER notice related to this purchase and assumption transaction may be provided to BUYER's affiliates as necessary for the purpose of consummating the legal process, order, or decree (if permitted by law)transaction which is the subject of this Agreement. The covenants and obligations of BUYER hereunder shall survive the Closing and any earlier termination of this Agreement.

Confidentiality Obligations of BUYER. From and after the date hereof, BUYER shall, and its affiliates and parent company shall cause any agents, officers, directors, employees and other affiliates of BUYER (collectively referred to in this Section as “BUYER affiliates”) to, treat all information received from SELLER BANK ONE concerning the business, Assetsassets, operations, and financial condition of SELLER BANK ONE and its affiliates and its and their customers (including without limitation the OfficeOffices), as confidential, unless and to the extent that BUYER can demonstrate that such information was already known to BUYER or such BUYER affiliates and its affiliates, if any, or in the public domaindomain or received from a third person not known by BUYER to be under any obligation to BANK ONE; and BUYER shall, and shall cause BUYER affiliates to, not use any such information (so required to be treated as confidential confidential) for any purpose except in furtherance of the transactions contemplated hereby. Upon the termination of this Agreement, BUYER shall, and shall cause BUYER affiliates its affiliates, if any, to, promptly return all documents and workpapers containing, and all copies of, any such information (so required to be treated as confidential confidential) received from or on behalf of SELLER BANK ONE in connection with the transactions contemplated hereby. The covenants of BUYER contained in this Section 8.01 are of the essence and shall survive any termination of this Agreement, but shall terminate at the Closing, if it occurs, with respect to any information that is limited solely to the activities and transactions of the OfficeOffices; providedPROVIDED, howeverHOWEVER, that neither BUYER nor any of the BUYER its affiliates shall be deemed to have violated the covenants set forth in this Section 8.01 if BUYER or any of such BUYER affiliates shall in good faith disclose any of such confidential information in compliance with any legal process, order, order or decree issued by any court or agency of government of competent jurisdiction, after . It is expressly acknowledged by BANK ONE that all information provided to BUYER has given SELLER notice related to this purchase and assumption transaction may be provided to BUYER's affiliates as necessary for the purpose of consummating the legal process, order, or decree (if permitted by law)transaction which is the subject of this Agreement.

Confidentiality Obligations of BUYER. From and after the date hereof, BUYER shall, and its affiliates and parent company shall cause any agents, officers, directors, employees and other affiliates of BUYER (collectively referred to in this Section as “BUYER affiliates”) to, treat all information received from SELLER concerning the business, Assetsassets, operations, and financial condition of SELLER and its affiliates, and its and their customers (including without limitation the OfficeOffices), as confidential, unless and to the extent that BUYER can 50 demonstrate that such information was already known to BUYER or such BUYER affiliates and its affiliates, if any, or in the public domaindomain or received from a third person not known by BUYER to be under any obligation to SELLER; and BUYER shall, and shall cause BUYER affiliates to, not use any such information required to be treated as confidential for any purpose except in furtherance of the transactions contemplated herebyhereby (including in the filing of required regulatory applications, provided that, if available, a confidential treatment request will be made regarding such confidential information). Upon the any termination of this Agreement, BUYER shall, and shall cause BUYER affiliates its affiliates, if any, to, promptly return all documents and workpapers containing, and all copies of, any such information required to be treated as confidential received from or on behalf of SELLER in connection with the transactions contemplated hereby. The covenants of BUYER contained in this Section 8.01 8.1 are of the essence and shall survive any termination of this Agreement, but shall terminate at the Closing, if it occurs, with respect to any information that is limited solely to the activities and transactions of the OfficeOffices; provided, however, that neither BUYER nor any of the BUYER its affiliates shall be deemed to have violated the covenants set forth in this Section 8.01 8.1 if BUYER or any of such BUYER affiliates shall in good faith be required to disclose any of such confidential information in compliance with any legal process, order, order or decree issued by any court or agency of government of competent jurisdiction, after . It is expressly acknowledged by SELLER that all information provided to BUYER has given SELLER notice related to the Acquisition may be provided to BUYER’s affiliates as necessary for the purpose of consummating the legal process, order, or decree (if permitted by law)Acquisition. The covenants and obligations of BUYER hereunder shall survive the Closing and any earlier termination of this Agreement.