Nondisclosure of Proprietary Data. The Parties shall hold in a fiduciary capacity for the benefit of each other all secret or confidential information, knowledge or data relating to each other or any of their affiliated companies, and their respective businesses, which shall not be or become public knowledge. Neither Party, without the prior written consent of the other, or as may otherwise be required by law or legal process, shall communicate or divulge either before or after the Closing Date any such information, knowledge or data to anyone other than the other Party and those designated by the other Party in writing, or except as required by applicable law.
Nondisclosure of Proprietary Data. After the Closing, neither Seller nor any of its representatives shall, at any time, make use of, divulge or otherwise disclose, directly or indirectly, any Intangible Property or other proprietary data (including, but not limited to, any customer list, record or financial information) concerning the business or policies of Company that Seller or any representative of Seller may have learned as a shareholder, employee, officer or director of Company. In addition, neither Seller nor any of its representatives shall make use of, divulge or otherwise disclose, directly or indirectly, to persons other than Buyer, any confidential information concerning the business or policies of Company and which may have been learned in any such capacity.
Nondisclosure of Proprietary Data. After the Closing, Seller shall not, at any time, make use of, divulge or otherwise disclose, directly or indirectly, any trade secret or other proprietary data (including, but not limited to, any customer list, record or financial information constituting a trade secret) concerning the business or policies of the Company that Seller learned as a shareholder, member, employee, officer or director of any Company Constituent Entity. Such restriction shall not apply to any trade secret or proprietary data that becomes available to the public through no act or omission of Seller.
Nondisclosure of Proprietary Data. Subject to applicable law, neither Seller nor its controlled Affiliates shall, at any time, make use of, divulge or otherwise disclose, directly or indirectly, any trade secret or other similar proprietary data (including, but not limited to, any customer list, record or financial information) concerning the Business or policies of Company and the Subsidiaries. Seller shall further protect such information by applying the same standards and procedures of confidentiality which it applies generally to its own trade secret or other similar proprietary data.
Nondisclosure of Proprietary Data. The Parties have entered into a Mutual Confidentiality Agreement of even date herewith, which applies to the subject matter of the Transactions.
Nondisclosure of Proprietary Data. Seller shall hold in a fiduciary --------------------------------- capacity for the benefit of Buyer all secret or confidential information, knowledge or data relating to Buyer or any of its affiliated companies, and their respective businesses, which shall not be or become public knowledge. Seller shall not, without the prior written consent of Buyer, or as may otherwise be required by law or legal process or in order to defend itself in legal proceedings, communicate or divulge either before or after the Closing Date any such information, knowledge or data to anyone other than Buyer and those designated by Buyer in writing.
Nondisclosure of Proprietary Data. (a) After the Closing, except as required by applicable Law or as otherwise permitted under this Agreement and upon reasonable advance notice to Buyer, neither Seller nor any of its representatives, agents or Affiliates shall, at any time, make use of, divulge or otherwise disclose, directly or indirectly, any Business Proprietary Information, unless such Business Proprietary Information: (i) is or becomes generally available and known to the public; (ii) is rightfully received by Seller or any of their representatives, agents or Affiliates from any Person without restriction on use or disclosure and without breach of any obligation to Buyer; (iii) is independently developed by or for Seller or any of its Affiliates without reference to or use of Business Proprietary Information; or (iv) is the subject of prior written approval of Buyer.
Nondisclosure of Proprietary Data. After the Closing, none of the Sellers nor any of their Affiliates or representatives shall, at any time, make use of, divulge or otherwise disclose, directly or indirectly, any Intangible Personal Property or other proprietary data (including, but not limited to, any Customer List, record or financial information) concerning the Company, the Subsidiaries or the Business that any such Seller or any Affiliate or representative of such Seller may have learned as a shareholder, employee, officer, director or representative of the Company or any of the Subsidiaries. In addition, none of the Sellers nor any of their Affiliates or representatives shall make use of, divulge or otherwise disclose, directly or indirectly, to Persons other than Purchaser, any confidential information concerning the Company, the Subsidiaries or the Business and which may have been learned in any such capacity. The provisions of this Section 5.2 shall be in addition to, and not in lieu of, the terms and provisions of Section 12.1.
Nondisclosure of Proprietary Data. After the Closing, neither Silver State nor any of its representatives or Affiliates shall, at any time, make use of, divulge or otherwise disclose, directly or indirectly, any trade secret or other proprietary data (including, but not limited to, any customer list, record or financial information concerning the Business. In addition, neither Silver State nor any of its representatives or Affiliates shall make use of, divulge or otherwise disclose, directly or indirectly, to Persons other than SeraCare, any confidential information concerning the Business.
Nondisclosure of Proprietary Data. Such Seller shall not, at any time prior to or following the Closing, make use of, or except as required by law, divulge or otherwise disclose, directly or indirectly, to any person other than the Buyer, any trade secret or other confidential or proprietary data (including, but not limited to, any confidential customer list, know-how, secret processes, personnel information, technical data, record or financial information) concerning the business or policies of Marcliff or any of its Subsidiaries which may have been disclosed or made available to such Seller as a shareholder, employee, officer or director of Marcliff or any of its Subsidiaries. The foregoing covenant shall not, however, apply with respect to any data or other information which is or becomes generally available to the public other than as a result of disclosure by one of the Sellers.
