Nondisclosure by Purchaser. Purchaser recognize and -------------------------- acknowledges that it has in the past, currently has, and prior to the Closing Date, will have access to certain confidential information of the Company, such as lists of customers, operational policies, and pricing and cost policies that are valuable, special and unique assets of the Company. Purchaser agree that it will not utilize such information in the business or operation of Purchaser or any of its affiliates or disclose such confidential information to any person, firm, corporation, association, or other entity for any purpose or reason whatsoever, unless (i) such information becomes known to the public generally through no fault of Purchaser or any of its affiliates, (ii) Purchaser is compelled to disclose such information by a governmental entity or pursuant to a court proceeding, or (iii) Closing takes place. In the event of a breach or threatened breach by Purchaser of the provisions of this Section, Sellers shall be entitled to an injunction restraining Purchaser from utilizing or disclosing, in whole or in part, such confidential information. Nothing contained herein shall be construed as prohibiting Sellers from pursuing any other available remedy for such breach or threatened breach, including, without limitation, the recovery of damages.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Eastern Environmental Services Inc), Stock Purchase Agreement (Mace Security International Inc), Merger Agreement (Mace Security International Inc)
Nondisclosure by Purchaser. Purchaser recognize recognizes and -------------------------- acknowledges that it has in the past, currently has, and prior to the Closing Date, will have access to certain confidential information of the CompanyCompanies, such as lists of customers, operational policies, and pricing and cost policies that are valuable, special and unique assets of the CompanyCompanies. Purchaser agree agrees that it will not utilize such information in the business or operation of Purchaser Purchaser, or any of its their affiliates or disclose such confidential information to any person, firm, corporation, association, or other entity for any purpose or reason whatsoever, unless (i) such information becomes known to the public generally through no fault of Purchaser or any of its affiliates, their affiliates (ii) Purchaser is compelled to disclose such information by a governmental entity or pursuant to a court proceeding, proceeding or (iii) Closing takes place. In the event of a breach or threatened breach by Purchaser of the provisions of this Section, the Sellers shall be entitled to an injunction restraining Purchaser from utilizing or disclosing, in whole or in part, such confidential information. Nothing contained herein shall be construed as prohibiting Sellers from pursuing any other available remedy for such breach or threatened breach, including, without limitation, the recovery of damages.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Eastern Environmental Services Inc), Agreement and Plan of Reorganization (Eastern Environmental Services Inc)
Nondisclosure by Purchaser. Purchaser recognize recognizes and -------------------------- acknowledges that it has in the past, currently has, and prior to the Closing Date, will have access to certain confidential information of the Company, such as lists of customers, operational policies, and pricing and cost policies that are valuable, special and unique assets of the Company. Purchaser agree agrees that it will not utilize such information in the business or operation of Purchaser or any of its affiliates or disclose such confidential information to any person, firm, corporation, association, or other entity for any purpose or reason whatsoever, unless (i) such information becomes known to the public generally through no fault of Purchaser or any of its affiliates, (ii) Purchaser is compelled to disclose such information by a governmental entity or pursuant to a court proceeding, or (iii) Closing takes place. In the event of a breach or threatened breach by Purchaser of the provisions of this Section, Sellers Seller shall be entitled to an injunction restraining Purchaser from utilizing or disclosing, in whole or in part, such confidential information. Nothing contained herein shall be construed as prohibiting Sellers Seller from pursuing any other available remedy for such breach or threatened breach, including, without limitation, the recovery of damages.
Appears in 1 contract
Samples: Sale and Purchase Agreement (Eastern Environmental Services Inc)
Nondisclosure by Purchaser. Purchaser recognize recognizes and -------------------------- acknowledges that it has in the past, currently has, and prior to the Closing Date, will have access to certain confidential information of the CompanySeller, Atlantic Disposal and the Subsidiaries, such as lists of customers, operational policies, and pricing and cost policies that are valuable, special and unique assets of the CompanySeller, Atlantic Disposal and the Subsidiaries. Purchaser agree agrees that it will not utilize such information in the business or operation of Purchaser or any of its affiliates or for ten (10) years from the date hereof disclose such confidential information to any person, firm, corporation, association, or other entity for any purpose or reason whatsoever, unless (i) such information becomes known to the public generally through no fault of Purchaser or any of its affiliates, (ii) Purchaser is compelled to disclose such information by a governmental entity or pursuant to a court proceeding, or (iii) Closing takes place. In the event of a breach or threatened breach by Purchaser of the provisions of this Section, Sellers Seller, Atlantic Disposal and the Subsidiaries shall be entitled to an injunction restraining Purchaser from utilizing or disclosing, in whole or in part, such confidential information. Nothing contained herein shall be construed as prohibiting Sellers Seller, Atlantic Disposal and the Subsidiaries from pursuing any other available remedy for such breach or threatened breach, including, without limitation, the recovery of damages.
Appears in 1 contract
Samples: Stock Purchase Agreement (Eastern Environmental Services Inc)
Nondisclosure by Purchaser. Except as otherwise provided in -------------------------- the Confidentiality Agreement, Purchaser recognize recognizes and -------------------------- acknowledges that it has in the past, currently has, and prior to the Closing Date, will have access to certain confidential information of the Company, such as lists of customers, operational policies, and pricing and cost policies that are valuable, special and unique assets of the Company. In the event the Closing does not occur, Purchaser agree agrees that for a period of two (2) years from the termination of this Agreement (except as otherwise provided in the Confidentially Agreement) it will not utilize such information in the business or operation of Purchaser or any of its affiliates or disclose such confidential information to any person, firm, corporation, association, or other entity for any purpose or reason whatsoever, unless (i) such information becomes known to the public generally through no fault of Purchaser or any of its affiliates, (ii) Purchaser is compelled to disclose such information by a governmental entity or pursuant to a court proceeding, or (iii) Closing takes place. In the event of a breach or threatened breach by Purchaser of the provisions of this Section, Sellers shall be entitled to an injunction restraining Purchaser from utilizing or disclosing, in whole or in part, such confidential information. Nothing contained herein shall be construed as prohibiting Sellers from pursuing any other available remedy for such breach or threatened breach, including, without limitation, the recovery of damages.
Appears in 1 contract
Samples: Stock Purchase Agreement (Mace Security International Inc)
Nondisclosure by Purchaser. Purchaser recognize recognizes and -------------------------- acknowledges that it has in the past, currently has, and prior to the Closing Date, will have access to certain confidential information of the CompanySeller and Atlantic New York, such as lists of customers, operational policies, and pricing and cost policies that are valuable, special and unique assets of the CompanySeller and Atlantic New York. Purchaser agree agrees that it will not utilize such information in the business or operation of Purchaser or any of its affiliates or for ten (10) years from the date hereof disclose such confidential information to any person, firm, corporation, association, or other entity for any purpose or reason whatsoever, unless (i) such information becomes known to the public generally through no fault of Purchaser or any of its affiliates, (ii) Purchaser is compelled to disclose such information by a governmental entity or pursuant to a court proceeding, or (iii) Closing takes place. In the event of a breach or threatened breach by Purchaser of the provisions of this Section, Sellers Seller and Atlantic New York shall be entitled to an injunction restraining Purchaser from utilizing or disclosing, in whole or in part, such confidential information. Nothing contained herein shall be construed as prohibiting Sellers Seller or Atlantic New York from pursuing any other available remedy for such breach or threatened breach, including, without limitation, the recovery of damages.
Appears in 1 contract
Samples: Stock Purchase Agreement (Eastern Environmental Services Inc)
Nondisclosure by Purchaser. Purchaser recognize recognizes and -------------------------- acknowledges that it has in the past, currently has, and prior to the Closing Date, will have access to certain confidential information of the Company, such as lists of customers, operational policies, and pricing and cost policies that are valuable, special and unique assets of the Company. Purchaser agree agrees that it will not utilize such information in the business or operation of Purchaser or any of its affiliates or disclose such confidential information to any person, firm, corporation, association, or other entity for any purpose or reason whatsoever, unless (i) such information becomes known to the public generally through no fault of Purchaser or any of its affiliates, (ii) Purchaser is compelled required to disclose such information by a governmental entity or pursuant to a court proceeding, or (iii) Closing takes place. In the event of a breach or threatened breach by Purchaser of the provisions of this Section, Sellers Seller shall be entitled to an injunction restraining Purchaser from utilizing or disclosing, in whole or in part, such confidential information. Nothing contained herein shall be construed as prohibiting Sellers Seller from pursuing any other available remedy for such breach or threatened breach, including, without limitation, the recovery of damages.
Appears in 1 contract
Samples: Agreement for the Sale and Purchase of Stock (Eastern Environmental Services Inc)