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concepts, and other information (all of the foregoing
information hereinafter collectively referred to as the
“Information”). The term “Information” shall include
all confidential information of the Company, whether
disclosed to Associate before, on or after the date
hereof. Notwithstanding the foregoing, the term
“Information” shall not include information that
Associate can demonstrate (a) was known to it prior to
its receipt of such information from the Company; (b)
became generally publically known other than by
Associate’s direct or indirect act; (c) was rightfully
disclosed to Associate by a third party without
restriction; or (d) was independently developed by
Associate without use of or access to the Information.
* * * * * * *
5. In the event that Associate or its
representatives are requested or required (by
questions, interrogatories, requests or information or
documents, subpoenas, civil investigation demand court
orders or other process) to disclose any Information to
a governmental authority or in connection with any
litigation, Associate will provide the Company with
prompt notice (within one day) of any such request or
requirement so that the Company may seek an appropriate
protective order. In any event, Associate [shall]
cooperate with the Company in obtaining an appropriate
protective order or other reliable assurance that
confidential treatment will be accorded the
Information.
In response to Agent Rans’s question with respect to the
Rivercliff property, the letter stated that petitioner’s employer
purchased the property with the Talmages and had owned it jointly
with the Talmages. The letter also stated that his employer had
assumed loans it made to petitioner which increased the
employer’s equity in the property. Additionally the letter
stated:
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Last modified: March 27, 2008