premise: In consideration of our Agreement to supply to you certain written or oral information relating to the Business and entering into discussions relating to the sale of the Business to you (howsoever structured), you the Recipient hereby undertake to us, the Vendor for our benefit and that of the Business, except to the extent that we have given prior written consent, whether or not negotiations for the sale of the Business proceed, that you: 1.1 shall keep secret and confidential our discussions and any information about the Business supplied to you or your advisers by us or by our advisers, whether before or after this Agreement and any analyses or other documents which may be made or prepared by you which contain or otherwise reflect such information or your review of or interest in the Business (“Confidential Information”), and not disclose to any third party any Confidential Information (except such information which comes into the public domain other than as a result of the disclosure by you or by your employees, agents or advisers who need to know such information for the purpose of evaluating whether or not, and on what terms, you might proceed with the proposed purchase); 1.2 shall not use any Confidential Information for your own purposes or to obtain a commercial, trading or other advantage, but shall use such Confidential Information for the sole purpose of evaluating and negotiating the proposed sale of the Business, and, save as set out above, shall not permit any Confidential Information to go out of your possession, custody or control;