Common use of Confidentiality of Materials Clause in Contracts

Confidentiality of Materials. (a) The parties hereto agree with respect to all technical, commercial and other information that is furnished or disclosed by any other party hereto, including information regarding such party’s (and its subsidiaries’ and Affiliates’) organization, personnel, business activities, customers, policies, assets, finances, costs, sales, revenues, technology, rights, obligations, liabilities and strategies (“Information”), that, unless and until the transaction contemplated by this Agreement shall have been consummated, (a) such Information is confidential and/or proprietary to the furnishing/disclosing party and entitled to and shall receive treatment as such by the receiving party; (b) the receiving party will hold in confidence and not disclose nor use (except in respect of the transactions contemplated by this Agreement) any such Information, treating such Information with the same degree of care and confidentiality as it accords its own confidential and proprietary Information; provided, however, that the receiving party shall not have any restrictive obligation with respect to any Information which (i) is available to the general public, (ii) is or becomes publicly known through no wrongful act or omission of the receiving party or any third party that the receiving party knows, after reasonable inquiry, has a duty of confidentiality to such disclosing party with respect to such information, or (iii) is known by the receiving party without any proprietary restrictions by the furnishing/disclosing party at the time of receipt of such Information; and (c) all such Information furnished to a party hereto by any other party hereto, unless otherwise specified in writing, shall remain the property of the furnishing/disclosing party and, in the event this Agreement is terminated, shall be returned to it, together with any and all copies made thereof, upon request for such return by it (except for documents submitted to a Governmental Authority with the consent of the furnishing/disclosing party or upon subpoena and which cannot be retrieved with reasonable effort) and in the case of (x) oral information furnished to any party by the other which shall have been reduced to writing by the receiving party and (y) all internal documents of any party describing, analyzing or otherwise containing Information furnished by the other party, all such writings and documents shall be destroyed, upon request, in the event this Agreement is terminated, and each party shall confirm in writing to the other compliance with any such request.

Confidentiality of Materials. (a) The parties hereto agree with respect to all technical, commercial and other information that is furnished or disclosed by any other party heretoanother party, including including, but not limited to, information regarding such party’s 's (and its subsidiaries’ ' and Affiliates’affiliates') organization, personnel, business activities, customers, policies, assets, finances, costs, sales, revenues, technology, rights, obligations, liabilities and strategies (“"Information”"), that, unless and until the transaction contemplated by this Agreement shall have been consummated, (a) such Information is confidential and/or proprietary to the furnishing/disclosing party and entitled to and shall receive treatment as such by the receiving party; (b) the receiving party will hold in confidence and not disclose nor use (except in respect of the transactions contemplated by this AgreementAgreement or as may be required by Law) any such Information, treating such Information with the same degree of care and confidentiality as it accords its own confidential and proprietary Information; provided, however, that the receiving party shall not have any restrictive obligation with respect to any Information which (i) is contained in a printed publication available to the general public, (ii) is or becomes publicly known through no wrongful act or omission of the receiving party or any third party that the receiving party knows, after reasonable inquiry, has a duty of confidentiality to such disclosing party with respect to such informationparty, or (iii) is known by the receiving party without any proprietary restrictions by the furnishing/disclosing party at the time of receipt of such Information; and (c) all such Information furnished to a either party hereto by any other party heretothe other, unless otherwise specified in writing, shall remain the property of the furnishing/disclosing party and, in the event this Agreement is terminated, shall be returned to it, together with any and all copies made thereof, upon request for such return by it (except for documents submitted to a Governmental Authority governmental agency with the consent of the furnishing/disclosing party or upon subpoena and which cannot be retrieved with reasonable effort) and in the case of (xi) oral information furnished to any party by the other which shall have been reduced to writing by the receiving party and (yii) all internal documents of any party describing, analyzing or otherwise containing Information furnished by the other party, all such writings and documents shall be destroyed, upon request, in the event this Agreement is terminated, and each party shall confirm in writing to the other compliance with any such request.

Confidentiality of Materials. (a) The parties hereto agree with respect to all technical, commercial and other information that is furnished or disclosed by any the other party heretoparty, including information regarding such party’s (and its subsidiaries’ and Affiliates’) organization, personnel, business activities, customers, policies, assets, finances, costs, sales, revenues, technology, rights, obligations, liabilities and strategies (“Information”), that, unless and until the transaction contemplated by this Agreement shall have been consummated, (ai) such Information is confidential and/or proprietary to the furnishing/disclosing party and entitled to and shall receive treatment as such by the receiving party; (bii) the receiving party will hold in confidence and not disclose nor use (except in respect of the transactions contemplated by this Agreement) any such Information, treating such Information with the same degree of care and confidentiality as it accords its own confidential and proprietary Information; provided, however, that the receiving party shall not have any restrictive obligation with respect to any Information which (iA) is contained in a printed publication available to the general public, (iiB) is or becomes publicly known through no wrongful act or omission of the receiving party or any third party that the receiving party knows, after reasonable inquiry, has a duty of confidentiality to such disclosing party with respect to such informationparty, or (iiiC) is known by the receiving party without any proprietary restrictions by the furnishing/disclosing party at the time of receipt of such Information; and (ciii) all such Information furnished to a either party hereto by any other party heretothe other, unless otherwise specified in writing, shall remain the property of the furnishing/disclosing party and, in the event this Agreement is terminated, shall be returned to it, together with any and all copies made thereof, upon request for such return by it (except for documents submitted to a Governmental Authority with the consent of the furnishing/disclosing party or upon subpoena and which cannot be retrieved with reasonable effort) and in the case of (x) oral information furnished to any party by the other which shall have been reduced to writing by the receiving party and (y) all internal documents of any party describing, analyzing or otherwise containing Information furnished by the other party, all such writings and documents shall be destroyed, upon request, in the event this Agreement is terminated, and each party shall confirm in writing to the other compliance with any such request. Notwithstanding the foregoing, no party shall be required to erase electronically stored Information that has been saved to a back-up file in the ordinary course of business; provided that such Information shall remain subject to the confidentiality and nonuse provisions of this Section 13.1 so long as such information is retained.

Confidentiality of Materials. (a) The parties hereto agree with respect to all technical, commercial and other information that is furnished or disclosed by any other party heretoanother party, including information regarding such party’s (and its subsidiaries’ and Affiliatesaffiliates’) organization, personnel, business activities, customers, policies, assets, finances, costs, sales, revenues, technology, rights, obligations, liabilities and strategies (“Information”), that, unless and until the transaction contemplated by this Agreement shall have been consummated, that (a) such Information is confidential and/or proprietary to the furnishing/disclosing party and entitled to and shall receive treatment as such by the receiving party; (b) the receiving party will hold in confidence and not disclose nor use (except in respect of the transactions contemplated by this Agreement) any such Information, treating such Information with the same degree of care and confidentiality as it accords its own confidential and proprietary Information; provided, however, that the receiving party shall not have any restrictive obligation with respect to any Information which (i) is was prior to the date of its disclosure contained in a printed publication available to the general public, (ii) is or becomes publicly known through no wrongful act or omission of the receiving party or any third party that the receiving party knows, after reasonable inquiry, has a duty of confidentiality to such disclosing party with respect to such informationparty, or (iii) is known by the receiving party without any proprietary restrictions by the furnishing/disclosing party at the time of receipt of such Information; and (c) all such Information furnished to a either party hereto by any other party heretothe other, unless otherwise specified in writing, shall remain the property of the furnishing/disclosing party and, in the event this Agreement is terminated, shall be returned to it, together with any and all copies made thereof, upon request for such return by it (except for documents submitted to a Governmental Authority governmental agency with the consent of the furnishing/disclosing party or upon subpoena and which cannot be retrieved with reasonable effort) and in the case of (xi) oral information furnished to any party by the other which shall have been reduced to writing by the receiving party and (yii) all internal documents of any party describing, analyzing or otherwise containing Information furnished by the other party, all such writings and documents shall be destroyed, upon request, in the event this Agreement is terminated, and each party shall confirm in writing to the other compliance with any such request. The recipient of confidential Information may disclose such confidential Information if required pursuant to a subpoena by a court of competent jurisdiction or by order of a governmental agency or other applicable Law, so long as the party required to disclose the confidential Information provides the other party prior notice (unless such notice is prohibited) of such requirement to permit such party time to seek appropriate relief against such disclosure. Notwithstanding the foregoing. Seller’s confidential Information that relates exclusively to the Purchased Assets or is included in the Purchased Assets shall, after closing, be treated as Purchaser’s confidential Information to be protected as provided in this Section from use or disclosure by Seller.

Confidentiality of Materials. (a) The parties hereto agree with respect to all technical, commercial and other information that is furnished or disclosed by any the other party heretoto this Agreement, including including, but not limited to, information regarding such party’s (and its subsidiaries’ and Affiliatesaffiliates’) organization, personnel, business activities, customers, policies, assets, finances, costs, sales, revenues, technology, rights, obligations, liabilities and strategies (“Information”), that, unless and until the transaction contemplated by this Agreement shall have been consummatedconsummated or this Agreement is terminated by either party in accordance with its terms, (a) such Information is confidential and/or proprietary to the furnishing/disclosing party and entitled to and shall receive treatment as such by the receiving party; (b) the receiving party will hold in confidence and not disclose nor use (except in respect of the transactions contemplated by this Agreement) any such Information, treating such Information with the same degree of care and confidentiality as it accords its own confidential and proprietary Information; provided, however, that the receiving party shall not have any restrictive obligation with respect to any Information which (i) is available to the general public, (ii) is or becomes publicly known through no wrongful act or omission of the receiving party or any third party that the receiving party knows, after reasonable inquiry, has a duty of confidentiality to such disclosing party with respect to such informationparty, or (iii) is or becomes known by the receiving party without any proprietary restrictions by the furnishing/disclosing party at the time of receipt of such Information; and (c) all such Information furnished to a either party hereto by any other party heretothe other, unless otherwise specified in writing, shall remain the property of the furnishing/disclosing party and, in the event this Agreement is terminated, shall be returned to it, together with any and all copies made thereof, upon request for such return by it (except for documents submitted to a Governmental Authority governmental agency with the consent of the furnishing/disclosing party or upon subpoena and which cannot be retrieved with reasonable effort) and in the case of (xi) oral information furnished to any party by the other which shall have been reduced to writing by the receiving party and (yii) all internal documents of any party describing, analyzing or otherwise containing Information furnished by the other party, all such writings and documents shall be destroyed, upon request, in the event this Agreement is terminated, and each party shall confirm in writing to the other compliance with any such request.

Confidentiality of Materials. (a) The parties hereto agree with respect to all technical, commercial and other information that is furnished or disclosed by any the other party heretoparty, including information regarding such party’s 's (and its subsidiaries’ ' and Affiliates’') organization, personnel, business activities, customers, policies, assets, finances, costs, sales, revenues, technology, rights, obligations, liabilities and strategies (“"Information”"), that, unless and until the transaction contemplated by this Agreement shall have been consummated, (ai) such Information is confidential and/or proprietary to the furnishing/disclosing party and entitled to and shall receive treatment as such by the receiving party; (bii) the receiving party will hold in confidence and not disclose nor use (except in respect of the transactions contemplated by this Agreement) any such Information, treating such Information with the same degree of care and confidentiality as it accords its own confidential and proprietary Information; provided, however, that the receiving party shall not have any restrictive obligation with respect to any Information which (iA) is contained in a printed publication available to the general public, (iiB) is or becomes publicly known through no wrongful act or omission of the receiving party or any third party that the receiving party knows, after reasonable inquiry, has a duty of confidentiality to such disclosing party with respect to such informationparty, or (iiiC) is known by the receiving party without any proprietary restrictions by the furnishing/disclosing party at the time of receipt of such Information; and (ciii) all such Information furnished to a either party hereto by any other party heretothe other, unless otherwise specified in writing, shall remain the property of the furnishing/disclosing party and, in the event this Agreement is terminated, shall be returned to it, together with any and all copies made thereof, upon request for such return by it (except for documents submitted to a Governmental Authority with the consent of the furnishing/disclosing party or upon subpoena and which cannot be retrieved with reasonable effort) and in the case of (x) oral information furnished to any party by the other which shall have been reduced to writing by the receiving party and (y) all internal documents of any party describing, analyzing or otherwise containing Information furnished by the other party, all such writings and documents shall be destroyed, upon request, in the event this Agreement is terminated, and each party shall confirm in writing to the other compliance with any such request.

Confidentiality of Materials. (a) The parties hereto agree that (A) between the date hereof and the Closing Date, with respect to all non-public technical, commercial and other information that is furnished or disclosed by any other party heretoanother party, including including, but not limited to, information regarding such party’s (and its subsidiaries’ and Affiliates’) organization, personnel, business activities, customers, policies, assets, finances, costs, sales, revenues, technology, rights, obligations, liabilities and strategies (“Information”) and (B) after the Closing Date, Sellers agree with respect to all Information relating to the Purchaser, the Business, the Purchased Assets or the Assumed Liabilities, and Purchaser agrees, with respect to all Information relating to the Sellers (other than Information relating to the Business, the Purchased Assets or the Assumed Liabilities), that, unless and until the transaction contemplated by this Agreement shall have been consummated, (a) such Information is confidential and/or proprietary to the furnishing/disclosing party and entitled to and shall receive treatment as such by the receiving party; (b) the receiving party will hold in confidence and not disclose nor use (except in respect of the transactions contemplated by this Agreement) any such Information, treating such Information with the same degree of care and confidentiality as it accords its own confidential and proprietary Information; provided, however, that the receiving party shall not have any restrictive obligation with respect to any Information which (i) is contained in a printed publication or otherwise available to the general public, (ii) is or becomes publicly known through no wrongful act or omission of the receiving party or any third party that the receiving party knowsparty, after reasonable inquiry, has a duty of confidentiality to such disclosing party with respect to such information, or (iii) is known by the receiving party without any proprietary restrictions by the furnishing/disclosing party at the time of receipt of such InformationInformation or (iv) is legally required to be disclosed; provided that the receiving party shall give prompt notice to the disclosing party of such requirement, disclose no more information than is so legally required, and reasonably cooperate with any attempts by the disclosing party to obtain a protective order or similar treatment; and (c) all such Information furnished to a either party hereto by any other party heretothe other, unless otherwise specified in writing, shall remain the property of the furnishing/disclosing party and, in the event this Agreement is terminated, shall be returned to it, together with any and all copies made thereof, upon request for such return by it (except for documents submitted to a Governmental Authority governmental agency with the consent of the furnishing/disclosing party or upon subpoena and which cannot be retrieved with reasonable effort) and in the case of (xi) oral information furnished to any party by the other which shall have been reduced to writing by the receiving party and (yii) all internal documents of any party describing, analyzing or otherwise containing Information furnished by the other party, all such writings and documents shall be destroyed, upon request, in the event this Agreement is terminated, and each party shall confirm in writing to the other compliance with any such request.

Confidentiality of Materials. (a) The parties Parties hereto agree with respect to all technical, commercial and other information that is furnished or disclosed by any the other party heretoParty, including information regarding such partyParty’s (and its subsidiaries’ and Affiliates’) organization, personnel, business activities, customers, policies, assets, finances, costs, sales, revenues, technology, rights, obligations, liabilities and strategies (“Information”), that, unless and until the transaction contemplated by this Agreement shall have been consummated, that (a) such Information is confidential and/or proprietary to the furnishing/disclosing party and entitled to and shall receive treatment as such by the receiving party; (b) the receiving party will hold in confidence and not disclose nor use (except in respect of the transactions contemplated by this Agreement) any such Information, treating such Information with the same degree of care and confidentiality as it accords its own confidential and proprietary Information; provided, however, that the receiving party shall not have any restrictive obligation with respect to any Information which (i) is was prior to the date of its disclosure contained in a printed publication available to the general public, (ii) is or becomes publicly known through no wrongful act or omission of the receiving party or any third party that the receiving party knows, after reasonable inquiry, has a duty of confidentiality to such disclosing party with respect to such informationparty, or (iii) is known by the receiving party without any proprietary restrictions by the furnishing/disclosing party at the time of receipt of such Information; and (c) all such Information furnished to a either party hereto by any other party heretothe other, unless otherwise specified in writing, shall remain the property of the furnishing/disclosing party and, in the event this Agreement is terminated, shall be returned to it, together with any and all copies made thereof, upon request for such return by it (except for documents submitted to a Governmental Authority governmental agency with the consent of the furnishing/disclosing party or upon subpoena and which cannot be retrieved with reasonable effort) and in the case of (xi) oral information furnished to any party by the other which shall have been reduced to writing by the receiving party and (yii) all internal documents of any party describing, analyzing or otherwise containing Information furnished by the other party, all such writings and documents shall be destroyed, upon request, in the event this Agreement is terminated, and each party shall confirm in writing to the other compliance with any such request. The recipient of confidential Information may disclose such confidential Information if required pursuant to a subpoena by a court of competent jurisdiction or by order of a governmental agency or other applicable Law, so long as the party required to disclose the confidential Information provides the other party prior notice (unless such notice is prohibited) of such requirement to permit such party time to seek appropriate relief against such disclosure. Notwithstanding the foregoing, Seller’s confidential Information that relates exclusively to the Purchased Assets or is included in the Purchased Assets shall, after Closing, be treated as Purchaser’s confidential Information to be protected as provided in this Section from use or disclosure by Seller. Notwithstanding anything in this Section 13.01 to the contrary, the Parties may disclose any confidential Information (i) to the PSC or its staff to the extent necessary to discuss the transactions contemplated hereby with the PSC or its staff in connection with the PSC Regulatory Filing and (ii) to FERC to the extent required in connection with the FERC Regulatory Filing.

Confidentiality of Materials. (a) The parties hereto agree with respect to all technical, commercial and other information that is furnished or disclosed by any the other party heretoparty, including information regarding such party’s 's (and its subsidiaries’ ' and Affiliates’') organization, personnel, business activities, customers, policies, assets, finances, costs, sales, revenues, technology, rights, obligations, liabilities and strategies (“"Information”"), that, unless and until the transaction contemplated by this Agreement shall have been consummated, (a) such Information is confidential and/or proprietary to the furnishing/disclosing party and entitled to and shall receive treatment as such by the receiving party; (b) the receiving party will hold in confidence and not disclose nor use (except in respect of the transactions contemplated by this Agreement) any such Information, treating such Information with the same degree of care and confidentiality as it accords its own confidential and proprietary Information; provided, however, that the receiving party shall not have any restrictive obligation with respect to any Information which (i) is contained in a printed publication available to the general public, (ii) is or becomes publicly known through no wrongful act or omission of the receiving party or any third party that the receiving party knows, after reasonable inquiry, has a duty of confidentiality to such disclosing party with respect to such informationparty, or (iii) is known by the receiving party without any proprietary restrictions by the furnishing/disclosing party at the time of receipt of such Information; and (c) all such Information furnished to a either party hereto by any other party heretothe other, unless otherwise specified in writing, shall remain the property of the furnishing/disclosing party and, in the event this Agreement is terminated, shall be returned to it, together with any and all copies made thereof, upon request for such return by it (except for documents submitted to a Governmental Authority with the consent of the furnishing/disclosing party or upon subpoena and which cannot be retrieved with reasonable effort) and in the case of (xi) oral information furnished to any party by the other which shall have been reduced to writing by the receiving party and (yii) all internal documents of any party describing, analyzing or otherwise containing Information furnished by the other party, all such writings and documents shall be destroyed, upon request, in the event this Agreement is terminated, and each party shall confirm in writing to the other compliance with any such request.