Seller’s Confidentiality. Without prior consent of the Purchaser or the relevant Group Companies for a period of three years after the Closing Date, the Seller shall keep confidential and not disclose to any third party, any business or trade secrets of the Group Companies, other than those which have become publicly known through no fault of the Seller or which the Seller is required to disclose as necessary to comply with any legal requirements. Such confidentiality obligation shall be satisfied if the Seller exercises the same care with respect to such information as it would take to preserve the confidentiality of its own similar information.
Seller’s Confidentiality. For a period of thirty-six (36) months after the Closing Date, the Sellers undertake to keep confidential all information obtained as shareholders of the Target, unless (i) such information is in the public domain without breach of a confidentiality obligation towards the Purchasers, (ii) has been disclosed to the Sellers by a third party without them being aware of a breach of confidentiality by such third party, or (iii) any dispute between the Sellers and the Purchasers in relation to this Agreement is pending (in which case the exception only applies in relation to information relevant for the dispute). The above obligation to keep the information confidential does not apply if the Sellers are requested or required by law or regulation (including the rules of relevant stock exchanges or governmental or regulatory authorities or agencies) or by legal or judicial process, or upon the request or demand of or pursuant to a bona fide disclosure to a regulatory authority having jurisdiction over the Sellers to disclose the information.
Seller’s Confidentiality. Seller shall at all times from the date hereof until three (3) years after the Closing Date, maintain confidential and not use for any purpose other than the operation of KOFY, any information relating to KOFY (other than information in the public domain not as the result of a breach of this Agreement), its business and operations except: (a) for disclosure to authorized representatives of Buyer; (b) as necessary to the performance of this Agreement; (c) as authorized in writing by the Buyer; or (d) to the extent that disclosure is required by law or the order of any Governmental Authority under color of law; provided, that, prior to disclosing any information pursuant to this clause (d), the disclosing Person shall have given prior written notice thereof to Buyer and provided Buyer with the opportunity to contest such disclosure at the Buyer's expense.
Seller’s Confidentiality. Seller expressly acknowledges and agrees to hold in confidence the transactions contemplated by this Agreement, the terms, conditions and negotiations concerning the same, and any and all information regarding the Purchaser that is not otherwise known by or readily available to the public and not to disclose such non-public information except to its legal counsel, surveyor, broker, accountants, consultants, officers, directors, shareholders, lenders, investors, partners, members, prospective partners and members and their counsel, lenders and prospective lenders and their respective counsel, and the Title Company (collectively, the “Seller Authorized Representatives”), and except and only to the extent that such disclosure may be necessary in Seller’s sole discretion for Seller’s performance under this Agreement, or otherwise as may be required by law or court order, and further except in connection with any litigation between Purchaser and Seller. Seller shall inform its Seller Authorized Representatives of the confidentiality provisions of this Agreement and instruct same to comply herewith. Seller further acknowledges and agrees that, unless and until the Closing occurs, Seller shall not disclose any information and materials obtained by Seller in connection with the Property that are not otherwise known by or readily available to the public to any third persons (other than to its Seller Authorized Representatives) without the prior written consent of Purchaser, which consent shall not be unreasonably withheld, delayed or conditioned. 7.2.3
Seller’s Confidentiality. Seller will hold as confidential all information concerning Buyer or the transaction contemplated hereby disclosed to Seller in connection with this transaction; and Seller will not, prior to the close of Escrow, release any such information to third parties without Buyer's prior written consent, except pursuant to a court order requiring such release or as otherwise may be required by law.
Seller’s Confidentiality. (a) The Sellers, subject to the conditions and exceptions set forth below, shall (i) keep secret and maintain in strictest confidence and (ii) not use for their own benefit (other than as reasonably required in connection with concluding the transactions contemplated by this Agreement and/or in connection with the exercise of its rights under this Agreement or under any ancillary agreements) or for the benefit of others any information which concerns the business and operations of the Buyer ("Buyer ----- Information") and which is or has been acquired by the Sellers pursuant to ----------- either this Agreement and/or pursuant to the Confidentiality Agreement of August 16, 1999 between Raytheon Company and Xxxxxxxx Xxxxxxx Corporation (the "Seller ------ Confidentiality Agreement"). --------------- ---------
Seller’s Confidentiality. (a) Each Seller agrees that unless authorized or instructed in writing by the Company, such Seller shall not permit, suffer or cause any Divested Subsidiary or Affiliate thereof, except to the extent disclosure by such Seller or the applicable Divested Subsidiary is required pursuant to an order or requirement of a court, administrative agency or other governmental body, to disclose to others, or use, any inventions, discoveries, secrets or confidential information, knowledge or data (whether in oral, written or machine-readable form) of any member of the Combined Group (regardless of whether such inventions, discoveries, secrets, information, knowledge or data have been designated as secret or confidential by any member of the Combined Group) unless and until, and then to the extent and only to the extent that, such inventions, discoveries, secrets, information, knowledge or data become available to the public otherwise than by a violation of this clause.
Seller’s Confidentiality. Unless previously permitted by the Purchaser or any of the Group Companies, for a period of three (3) years after the Closing Date, the Seller and the Seller’s Guarantor shall keep confidential and not disclose to any third-party and not use any information received or held by the Seller, the Seller’s Guarantor or any of their respective Affiliates, representatives or advisers relating to the Tower Europe Group (including business or trade secrets of the Group Companies and their business), other than those which have become publicly known without any violation of a confidentiality obligation towards the Purchaser or the Group Companies, or which the Seller is required to disclose as necessary to comply with any legal requirements.
Seller’s Confidentiality. At the Closing, Seller shall execute and deliver to the Purchaser a Confidentiality Agreement in the form of Exhibit 4.3 hereto attached containing covenants prohibiting Seller, for the period described therein (the "RESTRICTED PERIOD") from disclosing any confidential or proprietary information of or concerning the Company to any third party, including but not limited to Lucent Technologies, Inc. ("LUCENT").
Seller’s Confidentiality. Seller and each Transferring ------------------------ Subsidiary shall treat as confidential and shall safeguard any and all information, knowledge and data included in the Purchased Assets by using the same degree of care, but no less than a reasonable standard of care, to prevent the unauthorized use, dissemination or disclosure of such information, knowledge and data as Seller and each Transferring Subsidiary used with respect thereto prior to the execution of this Agreement.
