Common use of Preservation of Confidentiality Clause in Contracts

Preservation of Confidentiality. In connection with the negotiation of this Agreement, the preparation for the consummation of the transactions contemplated hereby, and the performance of obligations hereunder, each of the Buyer Parties and the Seller Parties (a “receiving party”) acknowledges that it will have access to confidential information relating to the Seller Parties or the Buyer Parties, respectively (a “disclosing party”), including technical, manufacturing or marketing information, ideas, methods, developments, inventions, improvements, business plans, trade secrets, scientific or statistical data, diagrams, drawings, specifications or other proprietary information relating thereto, together with all analyses, compilations, studies or other documents, records or data prepared by the disclosing party or its Representatives which contain or otherwise reflect or are generated from such information (“Confidential Information”). The term “Confidential Information” does not include information received by a receiving party in connection with the transactions contemplated hereby which (i) is or becomes generally available to the public other than as a result of a disclosure by a receiving party or its Representatives, (ii) was within a receiving party’s possession prior to its being furnished to such receiving party by or on behalf of the disclosing party in connection with the transactions contemplated hereby, provided that the source of such information was not known by such receiving party to be bound by a confidentiality agreement with or other contractual, legal or fiduciary obligation of confidentiality to the disclosing party or any other Person with respect to such information or (iii) becomes available to such receiving party on a non-confidential basis from a source other than a disclosing party or any of its respective Representatives, provided that such source is not bound by a confidentiality agreement with or other contractual, legal or fiduciary obligation of confidentiality to the disclosing party or any other Person with respect to such information.

Preservation of Confidentiality. In connection with the negotiation of this AgreementAgreement and the other Transaction Documents, the preparation for the consummation of the transactions contemplated herebyTransactions, and the performance of its obligations hereunder, each of the Buyer Parties Parent and the Seller Parties (a “receiving party”) Acquiror acknowledges that it will have access to confidential and proprietary information relating to the Target, and each of the Shareholders acknowledges that he or she will have access to confidential information relating to the Seller Parties or Parent and the Buyer PartiesAcquiror and their respective Affiliates, respectively (a “disclosing party”)in each case, including technical, manufacturing or marketing information, ideas, methods, developments, inventions, improvements, business plans, trade secrets, scientific or statistical data, diagrams, drawings, specifications or other proprietary information relating thereto, together with all analyses, compilations, studies or other documents, records or data prepared by the disclosing party Shareholders and the Target or its the Parent and the Acquiror, as the case may be, or their respective Representatives or Affiliates, which contain or otherwise reflect or are generated from such information (“"Confidential Information”"). The term “"Confidential Information” " does not include information received by a receiving one party in connection with the transactions contemplated hereby Transactions which (i) is or becomes generally available to the public other than as a result of a disclosure by a receiving such party or its Representatives, (ii) was within a receiving such party’s 's possession prior to its being furnished to such receiving party by or on behalf of the disclosing other party in connection with the transactions contemplated herebyTransactions, provided that the source of such information was not known by such receiving party to be bound by a confidentiality agreement with or other contractual, legal or fiduciary obligation of confidentiality to the disclosing party or any other Person with respect to such information or (iii) becomes available to such receiving party on a non-confidential basis from a source other than a disclosing the other party or any of its their respective Representatives, provided that such source is not bound by a confidentiality agreement with or other contractual, legal or fiduciary obligation of confidentiality to the disclosing other party or any other Person with respect to such information. In addition, the obligations under this Section 12.9 shall not apply to the Parent or the Acquiror with respect to Confidential Information which is acquired by them as a result of the consummation of the Transactions.

Preservation of Confidentiality. In connection with the negotiation of ------------------------------- this Agreement, the preparation for the consummation of the transactions contemplated hereby, and the performance of obligations hereunder, each of the Buyer Parties and the Seller Parties (a “receiving party”) party acknowledges that it will have access to confidential information (such party being the "Recipient") relating to the Seller Parties or other party (such other party being the Buyer Parties, respectively (a “disclosing party”--------- "Provider"), including technical, manufacturing or marketing information, ideas, -------- methods, developments, inventions, improvements, business plans, trade secrets, scientific or statistical data, diagrams, drawings, specifications or other proprietary information relating thereto, together with all analyses, compilations, studies or other documents, records or data prepared by the disclosing party Provider or its Representatives which contain or otherwise reflect or are generated from such information (“"Confidential Information”"). The term “"Confidential ------------------------ Information” " does not include information received by a receiving party Recipient in connection with the transactions contemplated hereby which (i) is or becomes generally available to the public other than as a result of a disclosure by a receiving party Recipient or its Representatives, (ii) was within a receiving party’s Recipient's possession prior to its being furnished to such receiving party Recipient by or on behalf of the disclosing party Provider in connection with the transactions contemplated hereby, provided that the source of such information was not known by such receiving party Recipient to be bound by a confidentiality agreement with or other contractual, legal or fiduciary obligation of confidentiality to the disclosing party Provider or any other Person with respect to such information or (iii) becomes available to such receiving party Recipient on a non-confidential basis from a source other than a disclosing party Provider or any of its respective Representatives, provided that such source is not bound by a confidentiality agreement with or other contractual, legal or fiduciary obligation of confidentiality to the disclosing party Provider or any other Person with respect to such information.

Preservation of Confidentiality. In connection with the negotiation of this Agreement, the preparation for the consummation of the transactions contemplated hereby, and the performance of obligations hereunder, each of the Buyer Parties and the Seller Parties (a “receiving party”) acknowledges that it will have access to confidential information relating to the Seller Parties or Sellers and the Target and its Subsidiaries and the Sellers acknowledge that they will have access to confidential information relating to the Buyer Partiesand its affiliates, respectively (a “disclosing party”)in each case, including technical, manufacturing or marketing information, ideas, methods, developments, inventions, improvements, business plans, trade secrets, scientific or statistical data, diagrams, drawings, specifications or other proprietary information relating thereto, together with all analyses, compilations, studies or other documents, records or data prepared by the disclosing party Sellers and the Target and its Subsidiaries or its Buyer, as the case may be, or their respective Representatives or affiliates, which contain or otherwise reflect or are generated from such information (“Confidential Information”"CONFIDENTIAL INFORMATION"). The term “Confidential Information” "CONFIDENTIAL INFORMATION" does not include information received by a receiving one party in connection with the transactions contemplated hereby which (i) is or becomes generally available to the public other than as a result of a disclosure by a receiving such party or its Representatives, (ii) was within a receiving such party’s 's possession prior to its being furnished to such receiving party by or on behalf of the disclosing other party in connection with the transactions contemplated hereby, provided that the source of such information was not known by such receiving party to be bound by a confidentiality agreement with or other contractual, legal or fiduciary obligation of confidentiality to the disclosing other party or any other Person with respect to such information or (iii) becomes available to such receiving party on a non-confidential basis from a source other than a disclosing the other party or any of its their respective Representatives, provided that such source is not bound by a confidentiality agreement with or other contractual, legal or fiduciary obligation of confidentiality to the disclosing other party or any other Person with respect to such information.

Preservation of Confidentiality. In connection with the negotiation of this Agreement, the preparation for the consummation of the transactions contemplated herebyTransactions, and the performance of obligations hereunder, each of the Buyer Parties acknowledges that it will have access to confidential and proprietary information relating to Stockholder and the Seller Parties (a “receiving party”) Company and Stockholder acknowledges that it will have access to confidential information relating to the Seller Parties or the Buyer Partiesand its Affiliates, respectively (a “disclosing party”)in each case, including technical, manufacturing customer or marketing information, ideas, methods, developments, inventions, improvements, business plans, trade secrets, scientific or statistical data, diagrams, drawings, specifications or other proprietary information relating thereto, together with all analyses, compilations, studies or other documents, records or data prepared by Stockholder and the disclosing party Company or its Buyer, as the case may be, or their respective Representatives or Affiliates, which contain or otherwise reflect or are generated from such information (“"Confidential Information”"). The term “"Confidential Information” " does not include information received by a receiving one party in connection with the transactions Transactions contemplated hereby which (i) is or becomes generally available to the public other than as a result of a disclosure by a receiving such party or its Representatives, (ii) was within a receiving such party’s 's possession prior to its being furnished to such receiving party by or on behalf of the disclosing other party in connection with the transactions Transactions contemplated hereby, provided that the source of such information was not known by such receiving party to be bound by a confidentiality agreement with or other contractual, legal or fiduciary obligation of confidentiality to the disclosing other party or any other Person with respect to such information or (iii) becomes available to such receiving party on a non-confidential basis from a source other than a disclosing the other party or any of its their respective Representatives, provided that such source is not bound by a confidentiality agreement with or other contractual, legal or fiduciary obligation of confidentiality to the disclosing other party or any other Person with respect to such information.