Transaction Confidentiality Agreements Sample Clauses

Transaction Confidentiality Agreements. Effective as of the Closing, (a) to the extent any right or interest of Seller under any Transaction Confidentiality Agreement is assignable without the consent of a third party, Seller hereby assigns to Buyer all rights and interests of Seller under such Transaction Confidentiality Agreement, and (b) to the extent any right or interest of Seller under a Transaction Confidentiality Agreement is not assignable without the consent of a third party, Seller agrees to enforce its rights under such Transaction Confidentiality Agreement for the benefit of Buyer and its Affiliates as Buyer directs.
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Transaction Confidentiality Agreements. After the Closing Date, to the extent reasonably requested by Buyer, the Seller will use its reasonable best efforts to enforce the terms of each Transaction Confidentiality Agreement for Buyer’s benefit; provided that, within three Business Days after the Seller informs Buyer thereof, Buyer will reimburse the Seller for all reasonable costs (including reasonable attorneysfees and expenses) of the Seller or any of its Affiliates arising out of, relating to or resulting from such enforcement. “Transaction Confidentiality Agreement” means a confidentiality agreement that the Seller entered into after January 1, 2018 with any prospective purchaser (other than Buyer) of the Seller or the Business.
Transaction Confidentiality Agreements. After the Closing Date, to the extent reasonably requested by Buyer, Parent will use its commercially reasonable efforts to enforce the terms of each Transaction Confidentiality Agreement for Buyer’s benefit; provided that, within three Business Days after Parent informs Buyer thereof, Buyer will reimburse Parent for all costs (including reasonable attorneysfees and expenses) of Parent or any of its Affiliates arising out of, relating to or resulting from such requested enforcement. “Transaction Confidentiality Agreement” means a confidentiality agreement that Parent entered into after January 1, 2008 with any prospective purchaser (other than Buyer) of the Outlet Business.
Transaction Confidentiality Agreements. Effective as of the Closing, (a) to the extent any right or interest of any Seller Party under any Transaction Confidentiality Agreement is assignable without the consent of a third party, each Seller Party hereby assigns to Buyer all rights and interests of such Person under any Transaction Confidentiality Agreement to which such Person is a party, and (b) to the extent any right or interest of any Seller Party under a Transaction Confidentiality Agreement is not assignable without the consent of a third party, such Person agrees to enforce its rights under any such Transaction Confidentiality Agreement for the benefit and at the expense of Buyer and its Affiliates as Buyer directs.
Transaction Confidentiality Agreements. Effective as of the Closing, (a) to the extent any right or interest of Transferor under any Transaction Confidentiality Agreement is assignable without the consent of a third party, Transferor hereby assigns to Acquiror all rights and interests of Transferor under each such Transaction Confidentiality Agreement for the purposes of protecting any information disclosed by Transferor thereunder, and (b) to the extent any right or interest of Transferor under a Transaction Confidentiality Agreement is not assignable without the consent of a third party, Transferor shall use commercially reasonable efforts to enforce its rights under any such Transaction Confidentiality Agreement for the benefit of Acquiror and its Affiliates as Acquiror directs, at Acquiror’s sole cost and expense.
Transaction Confidentiality Agreements. Effective as of the Closing, (a) to the extent any right or interest of Seller under any Transaction Confidentiality Agreement is assignable without the consent of a Third Party, Seller hereby assigns to Buyer all rights and interests under any Transaction Confidentiality Agreement to which Seller is a party, and (b) to the extent any right or interest of Seller under a Transaction Confidentiality Agreement is not 41 assignable without the consent of a Third Party, Seller agrees to use reasonable best efforts to enforce its rights under any such Transaction Confidentiality Agreement for the benefit of Buyer and its Affiliates as Buyer requests.
Transaction Confidentiality Agreements. Dover shall, and shall cause its Affiliates to, at Buyer’s sole cost and expense, enforce the rights of Dover and its Affiliates under any confidentiality agreement with another former potential purchaser of all or any part of any Acquired Business or any Acquired Asset for the benefit of Buyer and its Affiliates as Buyer directs.
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Transaction Confidentiality Agreements. Except to the extent any right or interest of any Stockholder under any confidentiality agreement with another potential purchaser of all or any part of the Shares, the Business or the Company (or any of the Assets) (a “Transaction Confidentiality Agreement”) is not assignable without the consent of a third party, such Stockholder shall, at the Closing, assign to the Buyer all rights and interests under any Transaction Confidentiality Agreement to which such Stockholder is a party. To the extent any right or interest of any Stockholder under a Transaction Confidentiality Agreement is not assignable without the consent of a third party, such Stockholder shall enforce its rights under any such Transaction Confidentiality Agreement for the benefit of the Buyer and its Affiliates as the Buyer directs.
Transaction Confidentiality Agreements. After the Closing Date, to the extent reasonably requested by Buyer, the Company will use its reasonable best efforts to enforce the terms of each Transaction Confidentiality Agreement for Buyer’s benefit; provided that, within three Business Days after the Company informs Buyer thereof, Buyer will reimburse the Company for all reasonable costs (including reasonable attorneysfees and expenses) of the Company or any of its Affiliates arising out of, relating to or resulting from such enforcement. “Transaction Confidentiality Agreement” means a confidentiality agreement that the Company entered into after January 1, 2011 with any prospective purchaser (other than Buyer) of any Operating Company or the Business.

Related to Transaction Confidentiality Agreements

  • Confidentiality Agreements The parties hereto agree that this Agreement supersedes any provision of the Confidentiality Agreements that could be interpreted to preclude the exercise of any rights or the fulfillment of any obligations under this Agreement, and that none of the provisions included in the Confidentiality Agreements will act to preclude Holder from exercising the Option or exercising any other rights under this Agreement or act to preclude Issuer from fulfilling any of its obligations under this Agreement.

  • Confidentiality Agreement As an employee of the Company, you will continue to have access to certain confidential information of the Company and you may, during the course of your employment, develop certain information or inventions that will be the property of the Company. To protect the interests of the Company, your acceptance of this Agreement confirms that the terms of the Company’s At-Will Employment, Confidential Information, Invention Assignment, Nonsolicitation, and Arbitration Agreement you previously signed with the Company (the “Confidentiality Agreement”) still apply.

  • Confidentiality; Press Releases Borrower shall not disclose the contents of this Agreement and the other Financing Agreements to any third party (including, without limitation, any financial institution or intermediary), unless required by applicable Laws or by any subpoena, judicial order or similar legal process, without Administrative Agent’s prior written consent, other than to Borrower’s officers, lawyers and other professional advisors on a need-to-know basis, Omega, the Aviv Lessor, and in connection with any filings required to be made under any applicable federal or state securities laws or regulations (“Securities Laws”). Borrower agrees to inform all such Persons who receive information concerning this Agreement that such information is confidential and may not be disclosed to any other Person, except as required by applicable Laws, including Securities Laws, or by any subpoena, judicial order or similar legal process. No party hereto shall, and no party hereto shall permit its Affiliates to, at any time issue any press release or other public disclosure using the name of any Borrower, Lender, Administrative Agent or any of their respective Affiliates or referring to this Agreement or the other Financing Agreements without at least two (2) Business Days prior written notice to Borrower, Administrative Agent and the applicable Lender and, except for press releases or other public disclosures required under applicable Securities Laws, without the prior written consent of Borrower, Administrative Agent and the applicable Lender, which consent shall not unreasonably be withheld, conditioned or delayed. Upon Borrower’s prior written consent, which consent shall not unreasonably be withheld, conditioned or delayed, each Lender and Administrative Agent may publish or disseminate a tombstone or -108- similar advertising material relating to the financing transactions contemplated by this Agreement. Nothing contained in this Agreement is intended to permit or authorize Borrower to make any contract on behalf of Administrative Agent or any Lender. Each of the Administrative Agent and the Lenders agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to each of its and its Affiliates’ respective directors, officers, managers, employees and agents, including, without limitation, accountants, legal counsel and other professional advisors (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such information and instructed to keep such Information confidential), (b) to the extent requested by any regulatory authority, (c) to the extent required by applicable Laws or regulations or by any subpoena, judicial order or similar legal process or bank regulatory process, (d) to any other party to this Agreement or any other Financing Agreement, (e) in connection with the exercise of any remedies hereunder or under any Financing Agreement or any suit, action or proceedings relating to this Agreement or any Financing Agreement or the enforcement of rights hereunder or thereunder, or (f) subject to an agreement containing provisions substantially the same as those of this Section 12.22, to any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement.

  • Cooperation; Confidentiality Each party to this Agreement agrees to cooperate with the other party and with all appropriate governmental authorities having the requisite jurisdiction (including, but not limited to, the SEC) in connection with any investigation or inquiry relating to this Agreement or the Fund. Subject to the foregoing, the Sub-Adviser shall treat as confidential all information pertaining to the Fund and actions of the Fund, the Manager and the Sub-Adviser, and the Manager shall treat as confidential and use only in connection with the Series all information furnished to the Fund or the Manager by the Sub-Adviser, in connection with its duties under the Agreement except that the aforesaid information need not be treated as confidential if required to be disclosed under applicable law, if generally available to the public through means other than by disclosure by the Sub-Adviser or the Manager, or if available from a source other than the Manager, Sub-Adviser or the Fund.

  • Non Competition Confidentiality 4.1 During the term of this Agreement, the Executive may make passive investments in companies involved in industries in which the Company operates, provided any such investment does not exceed a 5% equity interest, unless Executive obtains consent to acquire an equity interest exceeding 5% by a vote of a majority of the directors.

  • DISCLOSURE AGREEMENT Contractors and each employee or subcontractor with access to State Data, as defined in the Master Agreement will be required to sign a standard State non-disclosure agreement if there is not already one on file. SCOPE OF WORK PURPOSE

  • Pre-Motion Confidentiality (1) Until the first of the motions required by Section 2.2 is brought, the Parties shall keep all of the terms of the Settlement Agreement confidential and shall not disclose them without the prior consent of Counsel for the Settling Defendants and Class Counsel, as the case may be, except as required for the purposes of financial reporting, the preparation of financial records (including tax returns and financial statements), as necessary to give effect to its terms, or as otherwise required by law.

  • ANNOUNCEMENTS AND CONFIDENTIALITY The Team will not make or permit to be made any public announcement(s) in relation to this Agreement without the prior consent of the Company nor (save as required by law) disclose to any third party any information concerning the terms or subject matter of this Agreement from the date hereof.

  • Nondisclosure Agreement You will comply with the covenant regarding confidential information in Section 17 of the Employment Agreement, which covenant is incorporated herein by reference.

  • Confidentiality of Agreement Terms The terms of this Agreement shall be held in strict confidence by Employee and shall not be disclosed by Employee to anyone other than Employee’s spouse, Employee’s legal counsel and Employee’s other advisors, unless required by law. Further, except as provided in the preceding sentence, Employee shall not reveal the existence of this Agreement or discuss its terms with any person (including but not limited to any employee of Employer or its Affiliates) without the express authorization of the President of Employer, provided that Employee shall advise any prospective new employer of the existence of Employee’s non-competition, confidentiality and similar obligations under this Agreement. To the extent that the terms of this Agreement have been disclosed by Employer, in a public filing or otherwise, the confidentiality requirements of this Section 21 shall no longer apply to such terms.

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