Common use of Confidential Nature of Information Clause in Contracts

Confidential Nature of Information. Each party agrees that it will treat in confidence this Agreement and all documents, materials and other information which it may have obtained regarding the other party during the course of the negotiations leading to the preparation of this Agreement and other related documents. If a party (the "Recipient") is requested or required (by oral questions, interrogatories, requests for information or documents, subpoena, civil investigative demand or similar process) to disclose the confidential information of another party (the "Disclosing Party"), the Recipient must provide the Disclosing Party with prompt notice of such request(s) so the Disclosing Party may seek an appropriate protective order or other appropriate remedy and/or waive compliance with the confidentiality provisions of this Agreement. In the event that such protective order or other remedy is not obtained, or the Disclosing Party grants a waiver hereunder, the Recipient may furnish that portion (and only that portion) of the confidential information which it is legally compelled to disclose and must exercise its reasonable efforts to obtain reliable assurance that confidential treatment will be accorded any confidential information so furnished. The obligation of each party to treat such documents, materials and other information in confidence shall not apply to any information which (i) is or becomes available to such party from a source other than such party, (ii) is or becomes available to the public other than as a result of disclosure by such party or its agents, (iii) is required to be disclosed under applicable law or judicial process, but only to the extent it must be disclosed, or (iv) such party reasonably deems necessary to disclose to obtain any of the consents or approvals contemplated hereby.

Appears in 2 contracts

Samples: Form of Termination Agreement (Lecg Corp), Lecg Corp

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Confidential Nature of Information. Each party agrees that it will treat in confidence this Agreement and all documents, materials and other information which it may shall have obtained regarding the other party parties during the course of the negotiations leading to the consummation of the transactions contemplated hereby (whether obtained before or after the date of this Agreement), the investigation provided for herein and the preparation of this Agreement and other related documents, and, in the event the transactions contemplated hereby shall not be consummated, each party will return to the other parties all copies of nonpublic documents and materials which have been furnished in connection therewith. If a party (the "Recipient") is requested or required (by oral questions, interrogatories, requests for information or Such documents, subpoenamaterials and information shall not be communicated to any third Person (other than, civil investigative demand to their counsel, accountants, financial advisors, shareholders or similar process) to disclose the confidential information of another lenders). No other party (the "Disclosing Party"), the Recipient must provide the Disclosing Party with prompt notice of such request(s) so the Disclosing Party may seek an appropriate protective order or other appropriate remedy and/or waive compliance with the confidentiality provisions of this Agreement. In the event that such protective order or other remedy is not obtained, or the Disclosing Party grants a waiver hereunder, the Recipient may furnish that portion (and only that portion) of the confidential information which it is legally compelled to disclose and must exercise its reasonable efforts to obtain reliable assurance that confidential treatment will be accorded shall use any confidential information so furnishedin any manner whatsoever; PROVIDED, HOWEVER, that after the Effective Time, the Purchaser may use or disclose any confidential information included in the assets of the Company as of the Effective Time or otherwise reasonably related to the assets or business of the Company. The obligation of each party to treat such documents, materials and other information in confidence shall not apply to any information which (i) is or becomes available to such party from a source other than such party, (ii) is or becomes available to the public other than as a result of disclosure by such party or its agents, (iii) is required to be disclosed under applicable law or judicial process, but only to the extent it must be disclosed, or (iv) such party reasonably deems necessary to disclose to obtain any of the consents or approvals contemplated hereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Patron Systems Inc)

Confidential Nature of Information. Each party agrees that it will treat in confidence this Agreement and all documents, materials and other information which it may shall have obtained regarding the other party during the course of the negotiations leading to the consummation of the transactions contemplated hereby (whether obtained before or after the date of this Agreement), the investigation provided for herein and the preparation of this Agreement and other related documents. If a party (the "Recipient") is requested or required (by oral questions, interrogatories, requests for information or Such documents, subpoenamaterials and information shall not be communicated to any third Person except to employees, civil investigative demand representatives or similar process) partners of Buyer or Seller with a need to disclose the confidential information of another party (the "Disclosing Party"), the Recipient must provide the Disclosing Party with prompt notice of know and such request(s) so the Disclosing Party may seek an appropriate protective order or other appropriate remedy and/or waive compliance with the confidentiality provisions of this Agreement. In the event that such protective order or other remedy is not obtained, or the Disclosing Party grants a waiver hereunder, the Recipient may furnish that portion (and only that portion) persons shall be informed of the confidential information which it is legally compelled to disclose and must exercise its reasonable efforts to obtain reliable assurance that confidential treatment will be accorded nature of such information. No party shall use any confidential information so furnishedin any manner whatsoever except solely for the purpose of evaluating the proposed purchase and sale of the Licenses. The obligation of each party to treat such documents, materials and other information in confidence shall not apply to any information which (i) is or becomes available to such a party hereto from a source other than such partyanother party hereto, (ii) is or becomes available to the public other than as a result of disclosure by such a party or its agents, (iii) is required to be disclosed under applicable law or judicial process, but only to the extent it must be disclosed, or (iv) is independently developed by such party without reference to the confidential information of the other party; (v) a party reasonably deems necessary to disclose to in order to obtain any of the consents or approvals contemplated hereby. To the extent the provisions of this paragraph conflict with the existing Non-Disclosure Agreement ("NDA") between the parties, the provisions of the NDA shall prevail.

Appears in 1 contract

Samples: Agreement for Purchase and Sale (Leap Wireless International Inc)

Confidential Nature of Information. Each party Party agrees that it will treat in confidence this Agreement and keep confidential all documents, materials and other information which it may shall have obtained regarding the other party Parties during the course of the negotiations leading to the consummation of the transactions contemplated hereby (whether obtained before or after the date of this Agreement), the investigation provided for herein and the preparation of this Agreement and the Related Documents, and, if the transactions contemplated hereby are not consummated, each party will return to the other related documentsparty all copies of nonpublic documents and materials which have been furnished in connection therewith. If a party (the "Recipient") is requested or required (by oral questions, interrogatories, requests for information or Such documents, subpoenamaterials and information shall not be communicated to any third Person (other than to their counsel, civil investigative demand accountants or similar process) to disclose the confidential information of another party (the "Disclosing Party"financial advisors), the Recipient must provide the Disclosing . No Party with prompt notice of such request(s) so the Disclosing Party may seek an appropriate protective order or other appropriate remedy and/or waive compliance with the confidentiality provisions of this Agreement. In the event that such protective order or other remedy is not obtained, or the Disclosing Party grants a waiver hereunder, the Recipient may furnish that portion (and only that portion) of the confidential information which it is legally compelled to disclose and must exercise its reasonable efforts to obtain reliable assurance that confidential treatment will be accorded shall use any confidential information so furnishedin any manner whatsoever except solely for the purpose of evaluating and consummating the transactions contemplated hereby; provided, however, that after the Closing, the Company may use or disclose any confidential information with respect to or about the Stations or the Assets otherwise reasonably related to the business of the Stations. The obligation of each party Party to treat such documents, materials and other information in confidence shall not apply to any information which (ia) is or becomes available to such party Party from a source other than such partyanother Party, (iib) is or becomes available to the public other than as a result of disclosure by such party Party or its agents, (iiic) is required to be disclosed under applicable law Law (including requirements of the FCC pursuant to the FCC Applications and requirements of Governmental Authorities under Antitrust Law) or judicial process, but only to the extent it must be disclosed, or (ivd) such party reasonably deems necessary to disclose to obtain any of the consents or approvals contemplated hereby.

Appears in 1 contract

Samples: Contribution Agreement (Emmis Communications Corp)

Confidential Nature of Information. Each party Party agrees that it will treat in confidence this Agreement and all documents, materials and other information which that it may shall have obtained regarding the other party Party during the course of the negotiations leading to the consummation of the transactions contemplated hereby (whether obtained before or after the date of this Agreement), the investigation provided for herein and the preparation of this Agreement and other related documents. If a party (the "Recipient") is requested or required (by oral questions, interrogatories, requests for information or Such documents, subpoenamaterials and information shall not be disclosed or communicated to any third Person (other than, civil investigative demand or similar process) in the case of Purchaser, to disclose its Representatives and potential lenders, and in the confidential information case of another party (the "Disclosing Party"Sellers, to its Representatives), the Recipient must provide the Disclosing . No Party with prompt notice of such request(s) so the Disclosing Party may seek an appropriate protective order or other appropriate remedy and/or waive compliance with the confidentiality provisions of this Agreement. In the event that such protective order or other remedy is not obtained, or the Disclosing Party grants a waiver hereunder, the Recipient may furnish that portion (and only that portion) of the confidential information which it is legally compelled to disclose and must exercise its reasonable efforts to obtain reliable assurance that confidential treatment will be accorded shall use any confidential information so furnishedreferred to in the second immediately preceding sentence in any manner whatsoever except solely for the purpose of evaluating the proposed purchase and sale of the Purchased Assets and the enforcement of its rights hereunder and under the Ancillary Documents. The obligation of each party Party to treat such documents, materials and other information in confidence shall not apply to any information which that (i) is or becomes available to such party Party from a source other than the disclosing Party, provided such partyother source was not, and such Party would have no reason to believe such source was, subject to a confidentiality obligation in respect of such information, (ii) is or becomes available to the public other than as a result of disclosure by such party Party or its agents, (iii) is required to be disclosed under applicable law or judicial process, including the Bankruptcy Case, but only to the extent it must be disclosed, or (iv) such party Party reasonably deems necessary to disclose to obtain any of the consents or approvals contemplated hereby.. 37

Appears in 1 contract

Samples: Amended Asset Purchase Agreement (Soupman, Inc.)

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Confidential Nature of Information. Each party agrees that it will treat in confidence this Agreement and all documents, materials and other information which it may shall have obtained regarding regarding: (a) the Company; (b) any other party during the course of the negotiations leading to the consummation of the transactions contemplated hereby (whether obtained before or after the date of this Agreement); (c) the investigation provided for herein; or (d) the preparation of this Agreement and other related documents, and if the transactions contemplated hereby are not consummated, each party will return to the other parties all copies of nonpublic documents and materials which have been furnished in connection therewith. If a party (the "Recipient") is requested or required (by oral questions, interrogatories, requests for information or Such documents, subpoenamaterials and information shall not be communicated to any third Person (other than such party’s respective counsel, civil investigative demand accountants, financial advisors or similar process) to disclose the confidential information of another lenders). No party (the "Disclosing Party"), the Recipient must provide the Disclosing Party with prompt notice of such request(s) so the Disclosing Party may seek an appropriate protective order or other appropriate remedy and/or waive compliance with the confidentiality provisions of this Agreement. In the event that such protective order or other remedy is not obtained, or the Disclosing Party grants a waiver hereunder, the Recipient may furnish that portion (and only that portion) of the confidential information which it is legally compelled to disclose and must exercise its reasonable efforts to obtain reliable assurance that confidential treatment will be accorded shall use any confidential information so furnishedin any manner whatsoever except solely for the purpose of evaluating, negotiating and consummating the transactions contemplated hereby; provided, however, that after the Closing, Buyer may use or disclose any confidential information with respect to or about the Company or otherwise reasonably related thereto. The obligation of each party to treat such documents, materials and other information in confidence shall not apply to any information which which: (i) is or becomes available to such party from a source other than such party, any other party or its representatives (other than confidential information of the Company or information provided in violation of this Agreement); (ii) is or becomes available to the public other than as a result of disclosure by such party or its agents, agents or in violation of this Agreement; (iii) is required to be disclosed under applicable law Requirements of Laws or judicial process, but only to the extent it must be disclosed, ; or (iv) such party reasonably deems necessary to disclose to obtain any of the consents or approvals contemplated hereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Creative Realities, Inc.)

Confidential Nature of Information. Each party agrees that it will treat in confidence this Agreement and all documents, materials and other information which it may shall have obtained regarding the other party during the course of the negotiations leading to the consummation of the transactions contemplated hereby (whether obtained before or after the date of this Agreement), the investigation provided for herein and the preparation of this Agreement and other related documents. If a party (the "Recipient") is requested or required (by oral questions, interrogatories, requests for information or Such documents, subpoenamaterials and information shall not be communicated to any third Person (other than, civil investigative demand in the case of Buyer, to its counsel, accountants, financial advisors or similar process) lenders, and in the case of a Seller, to disclose its counsel, accountants or financial advisors or as may be required to be disclosed under the confidential information of another Federal securities laws). No other party (the "Disclosing Party"), the Recipient must provide the Disclosing Party with prompt notice of such request(s) so the Disclosing Party may seek an appropriate protective order or other appropriate remedy and/or waive compliance with the confidentiality provisions of this Agreement. In the event that such protective order or other remedy is not obtained, or the Disclosing Party grants a waiver hereunder, the Recipient may furnish that portion (and only that portion) of the confidential information which it is legally compelled to disclose and must exercise its reasonable efforts to obtain reliable assurance that confidential treatment will be accorded shall use any confidential information so furnishedin any manner whatsoever except solely for the purpose of evaluating the proposed purchase and sale of the Shares; provided, however, that after the Closing, Buyer may use or disclose any confidential information with respect to or about the Company or otherwise reasonably related to the Business or the Shares. The obligation of each party to treat such documents, materials and other information in confidence shall not apply to any information which (i) is or becomes available to such party from a source other than the other party that is not known by such partyparty to be subject to a obligation of confidentiality with respect to such information, (ii) is or becomes available to the public other than as a result of disclosure by such party or its agentsagents in breach hereof, (iii) is required to be disclosed under applicable law or judicial process, but only to the extent it must be disclosedrequired by such law or process, determined under the advice of counsel, or (iv) such party reasonably deems necessary to disclose to obtain any of the consents or approvals contemplated hereby.

Appears in 1 contract

Samples: Stock Purchase Agreement (Russ Berrie & Co Inc)

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