Post-Closing Seller Confidential Information. (a) Buyer acknowledges that Seller Confidential Information is valuable and proprietary to Seller and Buyer agrees from and after the Closing not to, directly or indirectly, use, publish, disseminate, describe or otherwise disclose any Seller Confidential Information without the prior written consent of Seller or except as required by Law. Information shall not be deemed to be Seller Confidential Information if (i) it has become generally known or available within the industry or the public though no act or omission of Buyer; (ii) Buyer can demonstrate that, prior to disclosure in connection with the transactions contemplated hereby, such information was already in the possession of Buyer; (iii) it was received by Buyer from a third party who became aware of it through no act or omission of Buyer and who is not known to Buyer to be under an obligation of confidentiality to Seller; or (iv) Buyer can demonstrate it was independently developed by employees or consultants of Buyer.
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Vistra Energy Corp), Purchase and Sale Agreement (Vistra Energy Corp), Purchase and Sale Agreement (Energy Future Intermediate Holding CO LLC)
Post-Closing Seller Confidential Information. (a) Buyer Purchaser acknowledges that Seller Confidential Information is valuable and proprietary to Seller and Buyer Purchaser agrees from and after the a Closing with respect to any Acquired Companies Acquisition not to, directly or indirectly, use, publish, disseminate, describe or otherwise disclose any applicable Seller Confidential Information without the prior written consent of Seller or except as required by LawSeller. Information shall not be deemed to be Seller Confidential Information if (i) it has become generally known or available within the industry or the public though no act or omission of BuyerPurchaser; (ii) Buyer Purchaser can demonstrate that, prior to disclosure in connection with the transactions contemplated hereby, such information was already in the possession of BuyerPurchaser; (iii) it was received by Buyer Purchaser from a third party who became aware of it through no act or omission of Buyer Purchaser and who is not known to Buyer Purchaser to be under an obligation of confidentiality to Seller; or (iv) Buyer Purchaser can demonstrate it was independently developed by employees or consultants of BuyerPurchaser.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (NextEra Energy Partners, LP), Purchase and Sale Agreement (NextEra Energy Partners, LP)
Post-Closing Seller Confidential Information. (a) Buyer Purchaser acknowledges that Seller Confidential Information is valuable and proprietary to Seller and Buyer Purchaser agrees from and after the Closing not to, directly or indirectly, use, publish, disseminate, describe or otherwise disclose any Seller Confidential Information without the prior written consent of Seller or except as required by LawSeller. Information shall not be deemed to be Seller Confidential Information if (i) it has become generally known or available within the industry or the public though no act or omission of BuyerPurchaser; (ii) Buyer Purchaser can demonstrate that, prior to disclosure in connection with the transactions contemplated hereby, such information was already in the possession of BuyerPurchaser; (iii) it was received by Buyer Purchaser from a third party who became aware of it through no act or omission of Buyer Purchaser and who is not known to Buyer Purchaser to be under an obligation of confidentiality to Seller; or (iv) Buyer Purchaser can demonstrate it was independently developed by employees or consultants of BuyerPurchaser.
Appears in 2 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (NextEra Energy Partners, LP)