The Owner and the Seller shall maintain in confidence and shall not, without the prior written consent of the Buyer, use, disclose or give to others any proprietary fact or information regarding the business of the Buyer (including the Business), which is not generally available to the public (including but not limited to information and facts concerning business plans, customers, future customers, suppliers, licensors, licensees, partners, investors, affiliates or others, training methods and materials, financial information, sales prospects, client lists, vendor lists, inventions or any other technical, trade or business secret or confidential or proprietary information of the Buyer or of any third party provided to the Owner in the course of the Owner's relationship with the Buyer or its predecessors).  Seller and the Owner shall not disclose any of the business terms of this transaction without the written consent of the Buyer, except, on a need to know basis, to their respective professional advisors and except insofar as such disclosure may be required by applicable Law. The non-disclosure restrictions in this Section 9.5 shall stay in effect until the later of (a) such time as the confidential and proprietary information has properly become known to the general public through no wrong-doing or breach by the Seller, or (b) five (5) years from the Closing Date.  Notwithstanding, all information constituting a trade secret shall be held in secret for as long as such time is reasonably necessary to protect the Buyer's legitimate business interests.