AGREEMENT NOT TO DISCLOSE. Receiving Party and Receiving Party’s Representatives shall (i) keep the Confidential Information confidential, (ii) not (except as required by applicable law, regulation or legal process and only after compliance with paragraph 3 below), without the Company’s prior written consent, disclose any Confidential Information in any manner whatsoever and (iii) not use any Confidential Information other than in connection with the Transaction; provided, however, that Receiving Party may reveal the Confidential Information to Receiving Party’s Representatives (A) who need to know the Confidential Information solely for the purpose of carrying out the discussions regarding the Transaction and (B) who are informed of the confidential nature of the Confidential Information. Receiving Party will cause its Representatives to observe the terms of this Agreement, and will be responsible for any breach of this Agreement by any Receiving Party’s Representatives. Receiving Party and Receiving Party’s Representatives shall not (except as required by applicable law, regulation or legal process, and only after compliance with paragraph 3 below), without the Company’s prior written consent, disclose to any person the fact that Confidential Information exists or has been made available, that either the Company or Receiving Party is considering the Transaction or that discussions or negotiations are taking or have taken place concerning the Transaction or any term, condition or other fact relating to the Transaction.
Appears in 2 contracts