Transaction Confidential Information definition

Transaction Confidential Information means the terms of this Agreement and any other information and Intellectual Property concerning any matters affecting or relating to the business, Operations, assets, results or prospects of any Party, including information regarding plans, budgets, costs, processes, results of experimentation and other data, except to the extent that such information has already been publicly released by a Party as allowed herein or that the Party providing such information can demonstrate was previously publicly released by a Person who did not do so in violation or contravention of any duty or agreement;

Transaction Confidential Information has the meaning as set forth in Section 8.5(c).

Transaction Confidential Information means all information of a confidential or proprietary nature (whether or not specifically labeled or identified as “confidential”), in any form or medium, to the extent disclosed by or on behalf of any Buyer or any of its Subsidiaries or controlled Affiliates to Seller or any of its Subsidiaries or controlled Affiliates, or by or on behalf of Seller or any of its Subsidiaries or controlled Affiliates to Buyer or any of its Subsidiaries or controlled Affiliates, as the case may be, pursuant to the terms or conditions of, or in connection with the performance of any covenants, agreements or obligations, or exercise of rights, under this Agreement or any of the other Transaction Agreements.

Examples of Transaction Confidential Information in a sentence

• The Party making the announcement shall disclose, or permit the disclosure of, only that portion of Transaction Confidential Information required to be disclosed by Applicable Law.

• We ask that you acknowledge that, by countersigning this Agreement, you are agreeing to maintain a strict level of confidence regarding all information disclosed, developed or learned by you in the performance of your duties with the Company, including any facts, circumstances or discussions that could lead to a Qualifying Transaction ("Confidential Information").

• Without limiting the foregoing, except with the other party’s prior written consent, or expressly permitted in Section 12.26(b), neither Buyer nor Atmel shall publicly disclose Transaction Confidential Information.

• Each of the parties hereto agrees that it shall not use, or permit the use of, any and all of the information relating to the Sellers or the Buyer, respectively, furnished to each other in connection with this Transaction ("Confidential Information"), except publicly available or freely usable material as otherwise obtained from another source, in a manner or for a purpose detrimental to the Sellers or the Buyer, as the case may be, or otherwise than in connection with this Transaction.

• To enable the Parties to discuss such Transaction and to negotiate an agreement in connection therewith, each Party is willing to disclose to the others information relating to their respective businesses which is strictly required for the purposes of discussing the Transaction ("Confidential Information").

More Definitions of Transaction Confidential Information

Transaction Confidential Information has the meaning set forth in Section 12.26.

Transaction Confidential Information has the meaning given in clause 12.1(a)(iii) (Confidentiality);

Transaction Confidential Information means all information and documentation concerning this Agreement, the Ancillary Transaction Agreements, the Transaction (including the proposed and definitive terms of the Transaction, the fact that any discussions or negotiations are taking place among the parties and their respective Representatives, or the status of such discussions or negotiations).

Transaction Confidential Information means all information received or obtained by the relevant party as a result of it negotiating, entering into or performing its obligations under the Transaction Documents including, the provisions of or subject matter of the Transaction Documents, but excluding the Target Confidential Information and the Retained Group Confidential Information. Transaction Documents means this Agreement, the Transitional Services Agreement, the Reverse Transitional Services Agreement and any other document required to be entered into pursuant to this Agreement (each such document being a “Transaction Document”).

Transaction Confidential Information means the agreement of Buyer and Seller set forth in this Agreement and in the Letter of Intent dated May 1, 2013, the negotiations and communications between Buyer and Seller, and the representatives of each, relating to this transaction and any information or result of investigations obtained by Buyer in its due diligence investigations.

Transaction Confidential Information means all information of a confidential or proprietary nature (whether or not specifically labeled or identified as “confidential”), in any form or medium, to the extent disclosed by or on behalf of any Buyer or any of its Subsidiaries or controlled Affiliates to Seller or any of its Subsidiaries or controlled Affiliates, or by or on behalf of Seller or any of its Subsidiaries or Affiliates to any Buyer or any of its Subsidiaries or controlled Affiliates, as the case may be, pursuant to the terms or conditions of, or in connection with the performance of any covenants, agreements or obligations, or exercise of rights, under this Agreement or any of the other Transaction Agreements; provided, however, that Transaction Confidential Information shall not include information that: (w) was in the possession of the receiving Party or its Affiliates at the time of disclosure; (x) is disclosed or otherwise becomes available to the receiving Party or any of its Affiliates from a source other than the disclosing Party or its Affiliates, provided that the source of such information was not known by the receiving Party to be bound by a confidentiality agreement between the disclosing Party and such source prohibiting the disclosure of such information or bound by a legal, contractual or fiduciary obligation owed to the disclosing Party prohibiting the disclosure of such information; (y) prior to or after the time of disclosure, becomes generally available to the public, in each case other than as a result of any inaction or action of the receiving Party or any of its Affiliates in breach of the terms hereof; or (z) is independently developed by or on behalf of the receiving Party without use of or reference to any Transaction Confidential Information.

Transaction Confidential Information means the terms and conditions of this Agreement and any ancillary documents and/or information regarding the Transactions (shared/common ownership by the Parties). Party Confidential Information and Transaction Confidential Information are herein referred to together as “Confidential Information”.