America Online 2010 Annual Report Download - page 170

10.13 Confidentiality.
10.13.1 The parties entered into that certain AOL Inc. Confidential Non-disclosure Agreement dated August 2, 2010 (the "Confidentiality Agreement").
Upon the Effective Date, the Confidentiality Agreement shall be of no further effect and the terms of this Section 10.13 shall govern the parties rights
and obligations with respect to "Confidential Information" as defined in the Confidentiality Agreement. If for any reason this Agreement is terminated
prior to the Closing, Purchaser shall, at Seller's option, destroy or deliver to Seller, within five (5) business days after termination of this Agreement, at
no expense to Seller, all of Seller's Materials delivered or made available by Seller to Purchaser, along with any information, reports, statements, and
other documents previously delivered to Purchaser by Seller. Nothing, however, contained herein shall obligate Purchaser or the parties in
Section 10.13.2(ii), as the case may be, to return or destroy Confidential Information contained on their backup information technology systems and the
Purchaser and such parties may retain copies of any Confidential Information subject to the confidentiality terms herein, in accordance with Purchaser
or such parties' record retention practices for legal or regulatory purposes.
10.13.2 Unless and until the parties consummate Closing of the transaction contemplated by this Agreement, Purchaser shall not disclose, publish or
communicate, either directly or indirectly, any of the information contained in the Confidential Documents (as defined in this Section 10.13.2), nor any
other information obtained by or on behalf of Purchaser regarding the Property, except (i) subject to the procedures set forth in Section 10.13.3 with
respect to Required Disclosures, in response to any law or lawful process requiring disclosure of the same, or (ii) to prospective sources of financing
and to mortgage brokers, consultants, experts, attorneys, accountants, and professionals engaged by Purchaser or Seller in connection with this
transaction, provided that Purchaser informs such parties of the confidential nature of such information and such parties agree not to disclose such
information except as permitted under this Agreement, Purchaser being liable for such parties' failure to maintain confidentiality as if Purchaser had
breached the requirements of this Section 10.13. "Confidential Documents" shall mean all of Seller's Materials delivered or made available by Seller to
Purchaser, along with any information, reports, statements, and other documents previously delivered to Purchaser by Seller, and all other documents
which are the work product of Purchaser and/or Purchaser's Representatives relating to the Property, including, without limitation, any due diligence
materials produced by third parties for Purchaser in connection with the Property. Purchaser and Seller agree that each shall, at all times prior to the
Closing, keep the terms and conditions of this Agreement confidential (subject to the exceptions stated in the preceding sentence). Notwithstanding the
foregoing, Purchaser may (i) use or disclose information known or available generally to the public (other than such information known or available
generally to the public as a result of a violation of this Agreement by Purchaser) or (ii)
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