Common use of After the Closing Clause in Contracts

After the Closing. (a) Buyer and its Affiliates shall not disclose, directly or indirectly, any documents, work papers or other materials of a confidential or proprietary nature related to Seller (including any such information obtained in connection with the entering into of this Agreement) and shall have all such information kept confidential; provided, however, that Buyer may disclose any such information (i) that is or becomes generally available to the public other than as a result of disclosure by Buyer or its Affiliates, (ii) that is or becomes available to Buyer on a non-confidential basis from a source that is not bound by a confidentiality obligation to Seller, or (iii) with the prior written approval of Seller; provided further, that, to the extent that Buyer or its Affiliates may become legally compelled to disclose any such information by any Governmental Entity or if Buyer or its Affiliates receives an opinion of counsel that disclosure is required in order to avoid violating any Laws, Buyer or its Affiliates may disclose such information but only after, if applicable or relevant, they have used all commercially reasonable efforts to afford Seller, at its sole cost and expense, the opportunity to obtain an appropriate protective order, or other satisfactory assurance of confidential treatment, for the information required to be disclosed; provided further, that Buyer may disclose such information to the extent necessary to comply with applicable Law or regulation, or to enforce its obligations under this Agreement; and, provided further, that this Section ‎7.13 shall not prohibit or restrict or otherwise limit the use or disclosure by Buyer and its Affiliates of any documents, work papers or other materials or information related to the Company or Connextions HCI.

Appears in 2 contracts

Samples: Purchase Agreement, Purchase Agreement (Teletech Holdings Inc)

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After the Closing. (ai) Buyer and its Affiliates shall not disclosedisclose or use, directly or indirectly, any information, whether disclosed through documents, work papers or other materials materials, orally, or electronically, that is of a confidential or proprietary nature related to Seller (including any such information obtained in connection with the entering into of this Agreement) and shall have maintain the confidentiality of all such information kept confidentialinformation; provided, however, that Buyer may disclose any such information (iA) that is or becomes generally available to the public other than as a result of disclosure by Buyer or its Affiliates, (iiB) that is or becomes available to Buyer on a non-confidential basis from a source that is not bound by a confidentiality obligation to the Company or Seller, or (iiiC) with the prior written approval of Seller; provided provided, further, that, to the extent that Buyer or its Affiliates may become legally compelled to disclose any such information by any Governmental Entity or if Buyer or its Affiliates receives an opinion written advice of outside counsel that disclosure is required in order to avoid violating any Laws, Buyer or its Affiliates may disclose such information information; but only after, if applicable or relevant, they have used all commercially reasonable efforts to afford Seller, at its sole cost and expense, the opportunity to obtain an appropriate protective order, or other satisfactory assurance of confidential treatment, for the information required to be disclosed; provided provided, further, that Buyer may disclose only that portion of such information to the extent as is necessary to comply with applicable Law or regulation, or to enforce its obligations under this Agreement; andand provided, provided further, that this Section ‎7.13 10.12 shall not prohibit or restrict or otherwise limit the use or disclosure by Buyer and its Affiliates of any documents, work papers or other materials or information related to the Company Group Companies or Connextions HCIthe Business.

Appears in 2 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (Shutterfly Inc)

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After the Closing. (ai) Buyer and its Affiliates shall not disclosedisclose or use, directly or indirectly, any information, whether disclosed through documents, work papers or other materials materials, orally, or electronically, that is of a confidential or proprietary nature related to Seller (including any such information obtained in connection with the entering into of this Agreement) and shall have maintain the confidentiality of all such information kept confidentialinformation; provided, however, that Buyer may disclose any such information (iA) that is or becomes generally available to the public other than as a result of disclosure by Buyer or its Affiliates, (iiB) that is or becomes available to Buyer on a non-confidential basis from a source that is not bound by a confidentiality obligation to the Company or Seller, or (iiiC) with the prior written approval of Seller; provided provided, further, that, to the extent that Buyer or its Affiliates may become legally compelled to disclose any such information by any Governmental Entity or if Buyer or its Affiliates receives an opinion advice of outside counsel that disclosure is required in order to avoid violating any Laws, Buyer or its Affiliates may disclose such information information; but only after, if applicable or relevant, they have used all commercially reasonable efforts to afford Seller, at its sole cost and expense, the opportunity to obtain an appropriate protective order, or other satisfactory assurance of confidential treatment, for the information required to be disclosed; provided provided, further, that Buyer may disclose only that portion of such information to the extent as is necessary to comply with applicable Law or regulation, or to enforce its obligations under this Agreement; andand provided, provided further, that this Section ‎7.13 9.13 shall not prohibit or restrict or otherwise limit the use or disclosure by Buyer and its Affiliates of any documents, work papers or other materials or information related to the Company or Connextions HCIthe Business.

Appears in 1 contract

Samples: Stock Purchase Agreement (NextPlat Corp)

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