Property Rights; Confidentiality. All books, records and accounts maintained exclusively for the Partnership (including, without limitation, marketing reports and all other data whether stored on paper or in electronic or other form), and any contracts or agreements entered into by or exclusively on behalf of the Partnership, and all technology developed by the Partnership shall at all times be the exclusive property of the Partnership. All property (real or personal or mixed) purchased with Partnership funds, and all moneys held or collected for or on behalf of the Partnership shall at all times be the exclusive property of the Partnership. No Partner shall, during the period such Partner is a Partner and for a period of three years after such Partner has ceased to be a Partner, disclose any confidential or proprietary information with respect to the Partnership to any person, except (a) with the prior written consent of the other Partners; (b) to the extent necessary to comply with law or an order of a court or administrative authority of competent jurisdiction, in which event the Person making such disclosure shall so notify the other as promptly as practicable (and, if possible, prior to making such disclosure) and shall seek confidential treatment of such information; (c) as part of its normal reporting or review procedure to its parent company or Affiliates, its auditors and its attorneys; (d) in connection with the enforcement of such Partner's rights hereunder; (e) disclosures to an Affiliate of, or professional advisor to, such Partner; (f) to a prospective Transferee of all or a portion of such Partner's Interest in connection with a Transfer of such Interest in accordance with the terms of this Agreement provided, however, that such Transferee has entered into a confidentiality undertaking containing provisions substantially similar to those provided for herein , (g) to the extent such information is or becomes generally available to the public other than as a result of the disclosure by such Partner; and (h) in the case of Hallador or its Affiliates, to the extent necessary for it, him or them to conduct business activities after the dissolution and termination of the Partnership. Except as provided in the immediately preceding sentence, no Partner, nor any of its Affiliates, shall, during the periods referred to in such sentence, use any confidential or proprietary information with respect to the Partnership other than for the benefit of the Partnership provided, however, that in the case of disclosure pursuant to clauses (c), (e) or (f), such Partner shall cause the person to whom such information is disclosed to maintain the confidentiality of such information except as otherwise permitted by this Section 9.15.
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Samples: Contribution Agreement (Hallador Petroleum Co), Contribution Agreement (Hallador Petroleum Co)
Property Rights; Confidentiality. All books, records and accounts maintained exclusively for the Partnership (including, without limitation, marketing reports and all other data whether stored on paper or in electronic or other form), and any contracts or agreements entered into by or exclusively on behalf of the Partnership, and all technology developed by the Partnership shall at all times be the exclusive property of the Partnership. All property (real or personal or mixed) purchased with Partnership funds, and all moneys held or collected for or on behalf of the Partnership shall at all times be the exclusive property of the Partnership. No Partner shall, during the period such Partner is a Partner and for a period of three five (5) years after such Partner has ceased to be a Partner, disclose any confidential or proprietary information with respect to the Partnership to any personPerson, except (ai) with the prior written consent of the other Partners; Partner (bii) to the extent necessary to comply with law or an the valid order of a court or administrative authority of competent jurisdiction, in which event the Person party making such disclosure shall so notify the other as promptly as practicable (and, if possible, prior to making such disclosure) and shall seek confidential treatment of such information; (ciii) as part of its normal reporting or review procedure to its parent company or Affiliatescompany, its auditors and its attorneysattorney; provided, however, that such parent company, auditors and attorneys agree to be bound by the provisions of this Section: (div) in connection with the enforcement of such Partner's rights hereunder; (ev) disclosures to an Affiliate of, or professional advisor to, such PartnerPartner in connection with the performance by such Partner of its obligations hereunder; provided, however, that such Affiliate or professional advisor agrees to be bound by the provisions of this Section; (fvi) to a prospective Transferee purchaser of all or a portion of such Partner's Interest in connection with a Transfer of such Interest sale in accordance with the terms of this Agreement Agreement; provided, however, that such Transferee has entered into a confidentiality undertaking containing prospective purchaser agrees to be bound by the provisions substantially similar to those provided for herein , of this Section; (gvii) to the extent such information is or becomes generally available to the public other than as a result of the disclosure by such Partner; Partner and (hviii) in the case of Hallador or its Affiliates, to the extent necessary for it, him such information is disclosed to such Partner by a third party that is not subject to any confidentiality agreement or them is independently developed by such Partner or its Affiliates other than by means of access to conduct business activities after the dissolution and termination confidential information of the Partnership. Except as provided in the immediately preceding sentence, no Partner, nor any of its Affiliates, shall, during the periods referred to in such sentence, use any confidential or proprietary information with respect to the Partnership other than for the benefit of the Partnership provided, however, that in the case of disclosure pursuant to clauses (c), (e) or (f), such Partner shall cause the person to whom such information is disclosed to maintain the confidentiality of such information except as otherwise permitted by this Section 9.15Partnership.
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Samples: General Partnership Agreement (Icc Technologies Inc)
Property Rights; Confidentiality. All books, records and -------------------------------- accounts maintained exclusively for the Partnership (including, without limitation, marketing reports and all other data whether stored on paper or in electronic or other form), and any contracts or agreements (including, without limitation, agreements for the purchase, lease or license of programming) entered into by or exclusively on behalf of the Partnership, and all technology developed by the Partnership shall at all times be the exclusive property of the Partnership. All property (real or real, personal or mixed) purchased with Partnership funds, and all moneys held or collected for or on behalf of the Partnership shall at all times be the exclusive property of the Partnership. No Partner shall, during the period such Partner is a Partner and for a period ending on the later of three two (2) years after such Partner has ceased to be a Partner, disclose any confidential or proprietary information with respect to the Partnership to or any personPartner, except (ai) with the prior written consent of the other Partners; (bii) to the extent necessary to comply with law or an the valid order of a court or administrative authority of competent jurisdiction, in which event the Person party making such disclosure shall so notify give notice to the other Partners as promptly as practicable (and, if possible, prior to making such disclosure) and shall seek confidential treatment of such information; (ciii) as part of its normal reporting or review procedure to its parent company or Affiliatescompanies, its auditors and its attorneysattorneys and the securities exchange on which any such parent's securities are traded from time to time; provided, that -------- such Partner shall be liable for any breach by such parent companies, auditors or attorneys of any provision of this Section; (div) in connection with the enforcement of such Partner's rights hereunder; (ev) disclosures to an Affiliate of, or professional advisor to, such PartnerPartner in connection with the performance by such Partner of its obligations hereunder; provided, that such -------- Partner shall be liable for any breach by such Affiliate or professional advisor of any provision of this Section; and (fvi) to a prospective Transferee purchaser of all or a portion of such Partner's Interest in connection with a Transfer of such Interest sale in accordance with the terms of this Agreement Agreement; provided, however, that such Transferee has entered into a confidentiality undertaking containing provisions substantially similar to those provided Partner shall -------- be liable for herein , (g) to the extent such information is or becomes generally available to the public other than as a result of the disclosure any breach by such Partner; and (h) in the case prospective purchaser of Hallador or its Affiliates, to the extent necessary for it, him or them to conduct business activities after the dissolution and termination any provision of the Partnershipthis Section. Except as provided in the immediately preceding sentence, no Partner, nor any of its Affiliates, shall, during the periods referred to in such sentence, use any confidential or proprietary information informa- tion with respect to the Partnership other than for the benefit of the Partnership provided, however, that in the case of disclosure pursuant to clauses (c), (e) or (f), such Partner shall cause the person to whom such information is disclosed to maintain the confidentiality of such information except as otherwise permitted by this Section 9.15Partnership.
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Property Rights; Confidentiality. All books, records and accounts maintained exclusively for the Partnership (including, without limitation, marketing reports and all other data whether stored on paper or in electronic or other form), and any contracts or agreements (including, without limitation, agreements for the purchase, lease or license of programming) entered into by or exclusively on behalf of the Partnership, and all technology developed by the Partnership shall at all times be the exclusive property of the Partnership. All property (real or real, personal or mixed) purchased with Partnership funds, and all moneys held or collected for or on behalf of the Partnership shall at all times be the exclusive property of the Partnership. No Partner shall, during the period such Partner is a Partner and for a period ending on the later of three two (2) years after such Partner has ceased to be a Partner, disclose any confidential or proprietary information with respect to the Partnership to or any personPartner, except (ai) with the prior written consent of the other Partners; (bii) to the extent necessary to comply with law or an the valid order of a court or administrative authority of competent jurisdiction, in which event the Person party making such disclosure shall so notify give notice to the other Partners as promptly as practicable (and, if possible, prior to making such disclosure) and shall seek confidential treatment of such information; (ciii) as part of its normal reporting or review procedure to its parent company or Affiliatescompanies, its auditors and its attorneysattorneys and the securities exchange on which any such parent’s securities are traded from time to time; provided that such Partner shall be liable for any breach by such parent companies, auditors or attorneys of any provision of this Section; (div) in connection with the enforcement of such Partner's ’s rights hereunder; (ev) disclosures to an Affiliate of, or professional advisor to, such PartnerPartner in connection with the performance by such Partner of its obligations hereunder; provided that such Partner shall be liable for any breach by such Affiliate or professional advisor of any provision of this Section; and (fvi) to a prospective Transferee purchaser of all or a portion of such Partner's ’s Interest in connection with a Transfer of such Interest sale in accordance with the terms of this Agreement provided, however, Agreement; provided that such Transferee has entered into a confidentiality undertaking containing provisions substantially similar to those provided Partner shall be liable for herein , (g) to the extent such information is or becomes generally available to the public other than as a result of the disclosure any breach by such Partner; and (h) in the case prospective purchaser of Hallador or its Affiliates, to the extent necessary for it, him or them to conduct business activities after the dissolution and termination any provision of the Partnershipthis Section. Except as provided in the immediately preceding sentence, no Partner, nor any of its Affiliates, shall, during the periods referred to in such sentence, use any confidential or proprietary information with respect to the Partnership other than for the benefit of the Partnership provided, however, that in the case of disclosure pursuant to clauses (c), (e) or (f), such Partner shall cause the person to whom such information is disclosed to maintain the confidentiality of such information except as otherwise permitted by this Section 9.15Partnership.
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