Confidentiality of Transaction. Any information (except publicly available or freely usable material obtained from another source) respecting any party or its Affiliates will be kept in strict confidence by all other parties to this Agreement and their agents. Except as required by Law, neither the Company, Sellers, nor any of their Affiliates, directors, officers, employees or agents will disclose the terms of the transactions contemplated hereunder or by any Additional Agreement at any time, currently, or on or after the Closing, regardless of whether the Closing takes place, except as required by Law or as necessary to their attorneys, accountants and professional advisors, in which instance such Persons shall be advised of the confidential nature of the terms of the transaction and shall themselves be required to keep such information confidential. Except as required by Law, each party shall retain all information obtained from the other and their legal counsel on a confidential basis except as necessary to their attorneys, accountants and professional advisors, in which instance such persons and any employees or agents of such party shall be advised of the confidential nature of the terms of the transaction and shall themselves be required by such party to keep such information confidential.
Confidentiality of Transaction. Any information (except publicly available or freely usable material obtained from another source) respecting any party or its Affiliates will be kept in strict confidence by all other parties to this Agreement and their agents. Except as required by Law or Authority, neither the Purchaser nor the Nollec Parties, nor any of their respective Affiliates, directors, officers, employees or agents will disclose the terms of the transactions contemplated hereunder at any time, currently, or on or after the Closing, regardless of whether the Closing takes place, except as necessary to their attorneys, accountants and professional advisors, in which instance such persons and any employees or agents of the Purchaser or Sellers, as the case may be, shall be advised of the confidential nature of the terms of the transaction and shall themselves be required by the Purchaser nor the Nollec Parties, as the case may be, to keep such information confidential. Except as required by Law or Authority, each party shall retain all information obtained from the other and their lawyers on a confidential basis except such information may be discussed as necessary to their attorneys, accountants and professional advisors, in which instance such persons and any employees or agents of such party shall be advised of the confidential nature of the terms of the transaction and shall themselves be required by such party to keep such information confidential. In the event of disclosure as required by Law or Authority, the Parties may have a friendly consultation with each other regarding how to disclose information.
Confidentiality of Transaction. Subject to Section 5.4, any information (except publicly available or freely usable material obtained from another source) respecting any party or its Affiliates will be kept in strict confidence by all other parties to this Agreement and their agents. Except as required by Law, Seller shall not, and shall cause its Affiliates (including, from the date on which Seller acquires each Company, such Company), directors, officers, employees or agents not to, disclose the terms of the transactions contemplated hereunder or by any Additional Agreement at any time, currently, or on or after the Closing, regardless of whether the Closing takes place, except as required by Law or as necessary to their attorneys, accountants and professional advisors, in which instance such Persons shall be advised of the confidential nature of the terms of the transaction and shall themselves be required to keep such information confidential. Subject to Section 5.4, except as required by Law, each party shall retain all information obtained from the other and their legal counsel on a confidential basis except as necessary to their attorneys, accountants and professional advisors, in which instance such persons and any employees or agents of such party shall be advised of the confidential nature of the terms of the transaction and shall themselves be required by such party to keep such information confidential.
Confidentiality of Transaction. Such Purchaser will hold in confidence all information concerning this Agreement and the sale and issuance of the Securities until the Company has made a public announcement concerning this Agreement and the sale and issuance of the Shares and Warrants, which shall be made not later than the Disclosure Time.
Confidentiality of Transaction. Buyer and Seller each hereby agrees, without the prior written consent of the other, to not disclose, and to otherwise keep confidential, the terms of this Agreement including, without limitation, the purchase price and other specific terms of the purchase and sale of the Purchased Note contemplated hereby, except (and only) to the extent that disclosure thereof is required by law, rule or regulation or as required or requested by any competent governmental, judicial, regulatory or supervisory authority or has become publicly known through no fault of such party or its affiliates or related persons; provided, however, that Buyer, the Company and Seller may disclose information regarding such sale to their respective affiliates, accountants, attorneys, limited partners, shareholders and other interest holders, each of whom shall be bound by legal, contractual or fiduciary duties to maintain the confidentiality of this Agreement and the terms hereof. The foregoing obligations of Seller are in addition to and not in lieu of Seller’s obligations under other Non-Disclosure Agreement between the Company and Seller or its affiliates (the “Non-Disclosure Agreement(s)”). Notwithstanding the foregoing or anything set forth in the Non-Disclosure Agreement(s), the Company shall be entitled to file this document as a 6K and/or issue one or more press releases disclosing the execution of the Agreement by the parties and of the closing of the transactions contemplated by this Agreement as well as general terms surrounding the transaction, including price range. Notwithstanding anything to the contrary herein, and notwithstanding any express or implied claims of exclusivity or proprietary rights, the parties (and each of their employees, representatives or other agents) are authorized to disclose to any and all persons, beginning immediately upon commencement of their discussions and without limitation of any kind, the tax treatment and tax structure of the transaction contemplated herein, and all materials of any kind (including opinions or other tax analyses) that are provided by either party to the other relating to such tax treatment and tax structure.
Confidentiality of Transaction. Any information (except publicly available or freely usable material obtained from another source) respecting any party or its Affiliates will be kept in strict confidence by all other parties to this Agreement and their agents. Except as required by Law, none of Arcade, Palmosa, TDB, nor any of their respective Affiliates, directors, officers, employees or agents will disclose the terms of the transactions contemplated hereunder at any time, currently, or on or after the Closing, regardless of whether the Closing takes place, except as necessary to their attorneys, accountants and professional advisors, in which instance such persons and any employees or agents of such party shall be advised of the confidential nature of the terms of the transaction and shall themselves be required by such party to keep such information confidential. Except as required by Law, each party shall retain all information obtained from the other and their lawyers on a confidential basis except as necessary to their attorneys, accountants and professional advisors, in which instance such persons and any employees or agents of such party shall be advised of the confidential nature of the terms of the transaction and shall themselves be required by such party to keep such information confidential. Except as required by law, each of Arcade, Palmosa and TDB, on their own behalves and on behalf of their respective Affiliates, agree that neither they nor their agents or Affiliates shall issue any press release or make any other public disclosure concerning the transactions contemplated hereunder without the prior approval of Arcade, Palmosa and TDB. Notwithstanding the foregoing, Palmosa and TDB acknowledge that Arcade is subject to the Exchange Act and the rules and regulations promulgated thereunder and specifically acknowledges that presentations to investors and potential investors as well as press releases announcing the transactions contemplated in this Agreement will be filed with the SEC and will thus become available to the public; provided, however, that Arcade shall consult with TDB with respect to such presentation materials and press releases and shall not finalize any such presentation materials or press releases without the consent of TDB (not to be unreasonably withheld, delayed or conditioned) unless otherwise required by law.
Confidentiality of Transaction. Any information (except publicly available or freely usable material obtained from another source) respecting any party or its Affiliates will be kept in strict confidence by all other parties to this Agreement and their agents. Except as required by Law, neither the Company nor any of its Affiliates, directors, officers, employees or agents will disclose the terms of the transactions contemplated hereunder at any time, currently, or on or after the Closing, regardless of whether the Closing takes place, except as necessary to their attorneys, accountants and professional advisors, in which instance such persons and any employees or agents of the Company shall be advised of the confidential nature of the terms of the transaction and shall themselves be required by the Company to keep such information confidential. Except as required by Law, each party shall retain all information obtained from the other and their lawyers on a confidential basis except as necessary to their attorneys, accountants and professional advisors, in which instance such persons and any employees or agents of such party shall be advised of the confidential nature of the terms of the transaction and shall themselves be required by such party to keep such information confidential.
Confidentiality of Transaction. Except where a party may be advised by counsel that disclosure is required under applicable law, no party shall make, and each party shall advise their agents, directors, officers, representatives and employees not to make, any public statement concerning the transactions contemplated by this Agreement without first consulting with, and obtaining the approval of, the other parties hereto. The parties agree that one or more press releases will be made promptly after the execution of this Agreement and the Closing.
Confidentiality of Transaction. Except as expressly provided herein, without the prior written consent of the Supplying Party, the Recipient agrees that it and its Representatives will not disclose to any person (i) that any investigation, discussions or negotiations are taking or have taken place concerning a possible Transaction, or (ii) that either Party has requested or received Evaluation Material, or any terms or other facts regarding the possible Transaction, including the status thereof; provided, however that nothing in this Agreement shall prohibit a Party from making any such disclosure to the extent it has received an opinion of counsel that such disclosure is required to be made by it in order to avoid violating the federal securities laws
Confidentiality of Transaction. No Party or their respective affiliates shall, without the prior written consent of the other party, disclose to any third party, before or after the Closing, the existence of this Agreement or any information regarding the transactions contemplated by this Agreement except in the good faith belief of the disclosing party that such disclosure is necessary to further the legitimate business objectives or needs of the Company or to perform its obligations under this Agreement; provided, however, that this Article 8 shall not prevent any Party or any of such Party’s affiliates from disclosing any such information to attorneys, accountants or other professional advisors, or to any governmental authority.
