Confidentiality; Cooperation. Lender agrees to treat all financial statements and other financial information of any Guarantor and the DLJMB Parties that are not publicly available, confidentially, provided that, each Guarantor recognizes that Lender shall, and hereby authorizes Lender to, include such financial information or extracts therefrom in any Disclosure Documents or similar disclosure with respect to any syndication of the Loan, so long as in each case the affected Guarantor shall have the right, prior to their dissemination, to review and approve any such Disclosure Documents or similar documents (such approval not to be unreasonably withheld, delayed or conditioned) and the recipients of any such Disclosure Documents are subject to customary obligations to preserve the confidentiality of such information, to the extent applicable to such syndication. In connection therewith and with respect to all such financial information, each Guarantor shall cooperate with and indemnify and hold harmless Lender to the same extent provided in Section 9.3 of the Loan Agreement as if it were a party thereto and each reference to “Borrowers” therein were instead a reference to such Guarantor.
Confidentiality; Cooperation with Regard to Litigation; Non-Disparagement; Return of Company Materials................................................................ 17 13. Non-competition............................................................................ 18 14. Non-solicitation of Employees.............................................................. 19 15. Remedies................................................................................... 19 16.
Confidentiality; Cooperation. Except as may be required by applicable Law (including any filing by a Rollover Investor with the Securities Exchange Commission (the “SEC”) as required by applicable securities laws (including the Exchange Act)), court process or the rules and regulations of any national securities exchange or national securities quotation system (and then only after as much advance notice and consultation as is feasible), and except as may be permitted by Section 5.05 of the Merger Agreement, each Rollover Investor shall not, and shall instruct its Representatives not to, make any press release, public announcement or other communication with respect to the business or affairs of the Company, Purchaser or Merger Sub, including this Agreement and the Merger Agreement and the transactions contemplated hereby and thereby, without the prior written consent of Purchaser. Each Rollover Investor hereby (i) consents to and authorizes the publication and disclosure by Purchaser of such Rollover Investor’s identity and holding of shares of Company Common Stock and any other equity securities of the Company which are beneficially owned by any Rollover Investor or any of its Affiliates as of the date hereof or acquired after the date hereof and prior to the termination of this Agreement, and (following prior review by the Rollover Investor, and with the Rollover Investor’s reasonable comments taken into consideration by the Purchaser) the nature of such Rollover Investor’s commitments, arrangements and understandings under this Agreement and any other information that Purchaser reasonably determines to be necessary or desirable in any press release or any other disclosure document in connection with the Merger or any other transactions contemplated by the Merger Agreement and (ii) agrees as promptly as practicable to notify Purchaser of any required corrections with respect to any written information supplied by such Rollover Investor specifically for use in any such disclosure document. Without limitation of the foregoing, each Rollover Investor shall provide to Purchaser all information concerning such Rollover Investor and cooperation as may be reasonably requested by Purchaser in connection with the Company’s preparation and filing of the Proxy Statement and any other filings required under applicable securities Laws and the resolution of any comments thereto received from the SEC. Each Rollover Investor shall promptly correct any information provided by it or him for use in the...
Confidentiality; Cooperation. By accepting the Severance Benefits and any other benefits, payments and other items described in this Agreement, you agree that:
Confidentiality; Cooperation. (a) The Executive shall not disclose either directly or indirectly to any person in any manner whatsoever any information of any kind regarding the terms of this Agreement, except the Executive may disclose the existence and terms of this Agreement to his attorneys, family members, tax and financial advisors and prospective employers and to others to the extent required by law; provided, however, that each such person receiving such information shall be required to maintain the confidentiality of such information (other than in the event of a disclosure as required by law).
Confidentiality; Cooperation a. Neither the Company nor ---------------------------- Executive will issue any press release or publish any public document or make any public statement relating to or connected with or arising out of any matters relating to his employment by the Company or its termination or any matters contained in this Agreement without the prior written consent of the other as to its contents and the manner of its presentation and publication, except as, after consultation with counsel, either party may conclude disclosure is required by law or regulation. In response to any inquiry as to the status of the Executive or his termination from the Company, neither the Company nor the Executive shall respond other than as provided for in any previously agreed to press release or other public statement, provided, however, that the Company may confirm to third parties upon the request of Executive the dates of Executive's employment at the Company, his titles and/or compensation. Except as set out in this paragraph the existence and contents of this Agreement shall remain entirely confidential, except that each party may disclose it to the Internal Revenue Service and to their respective professional advisers.
Confidentiality; Cooperation. 50 SECTION 26. OWNER NON-COMPETITION....................................... 51 26.1 Adjustment of Renewal Threshold ........................ 51
Confidentiality; Cooperation. All information regarding the Casino not otherwise in the public domain by publication or otherwise shall be received and maintained by Hyatt Gaming, HC and any other Hyatt Gaming Affiliates in a confidential manner and shall not be disclosed to any third party without the prior written consent of Owner. Except to the extent approved by Hyatt Gaming in connection with a sale of securities described in Section 24 hereof and except as required in connection with Owner"s SEC filing and legal public disclosure obligations, Owner agrees that it will hold confidential all information relating to Hyatt Gaming, HC and any other Hyatt Gaming Affiliates and their operating procedures and policies. The foregoing obligations shall survive the termination of the Term of this Agreement by expiration or otherwise. Notwithstanding the foregoing, nothing contained herein shall be deemed to prohibit Hyatt Gaming, HC or any other Hyatt Gaming Affiliates from disclosing any such information to reputable statistical computation firms who agree not to disclose the identity of the Casino with respect to such confidential information or to other persons when such disclosure is necessary in order to perform Hyatt Gaming"s obligations hereunder. Upon any termination of the Term hereof by expiration or otherwise, the parties shall cooperate with one another in good faith so as to promote an orderly transition of the management and operations of the Casino.
Confidentiality; Cooperation. This Agreement does not supplant, modify, supersede or extinguish any obligations Employee may have under statutory or common law not to use or disclose the Company’s confidential and proprietary information which Employee acknowledges and agrees survives the termination of Employee’s employment (collectively the “Post-Termination Obligations.”). The Company’s competitive success depends on the proper safeguarding of its trade secrets and confidential information. Certain such information of the Company pertains to the privacy interests of individuals and must be safeguarded for that reason as well. Employee promises to continue to preserve the confidentiality of the Company’s trade secrets and commercially useful confidential information learned through Employee’s employment and to use this information only as necessary and appropriate for the Company’s legitimate business purposes. The Company promises to safeguard against disclosure without the consent of affected persons all information touching on the privacy interests of the Company’s employees and tenants. The Company’s trade secrets and commercially useful confidential information include without limitation the Company’s non-public financial information and the contents of the Company’s business plans. Employee agrees to promptly return to the Company all documents and other materials in Employee’s possession that are the property of the Company. Employee shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (A) is made (i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Further, in the event that Employee files a lawsuit for retaliation by the Company for reporting a suspected violation of law, Employee may disclose the trade secret to Employee’s attorney and use the trade secret information in the court proceeding, if Employee: (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order. Employee agrees and acknowledges that the Post-Termination Obligations are incorporated into this Agreement as if fully set forth herein, that these Post-Termination Obligations sur...
Confidentiality; Cooperation with Regard to Litigation; Non-Disparagement; Return of Company Materials.................. 14 13.
