13.20 erisa representation and covenant. hhh partners hereby represents, warrants and covenants that (a) its investment in the company does not create 'plan assets' under department of labor regulation 2510.3101 and (b) hhh partners will not permit any investment or take any action in the future that would create 'plan assets.'
13.21 confidential information. all confidential information of an equity owner shall remain the property of such equity owner. except as set forth herein or in the license agreement, the company shall not, at any time, use (except in the business of the company) or disclose to any person any confidential information of an equity owner.
(a) except as set forth herein, no equity owner shall prior to the completion of the winding up and liquidation of the company (the 'liquidation') or for a period of two years thereafter, use or disclose to any person (except in the business of the company) any confidential information of the company. the foregoing limitation shall not apply to the use or disclosure by fff of any intellectual property rights of fff, including any intellectual property rights obtained by fff from the company pursuant to this agreement or the license agreement.
(b) notwithstanding anything to the contrary in this agreement, an equity owner may disclose confidential information (i) with the prior written consent of the other equity owner; (ii) to the extent necessary to comply with applicable law, or an order or information request of any civil or judicial authority, in which event the party making such disclosure shall so notify the other parties as promptly as practicable and if possible, prior to making such disclosure shall seek confidential treatment of such information; (iii) to its auditors, attorneys or other professional advisors; provided that such equity owner shall be liable for any breach of this section caused by such auditors, attorneys or professional advisors; or (iv) in connection with the enforcement of such equity owner's rights under this agreement or any agreement which is expressly contemplated herein.
(c) upon request, the company and each of the equity owners shall return to the owner of any confidential information all copies, transcriptions of other reproductions of, and any notes relating to, such owner's confidential information. the parties acknowledge and agree that each of the parties would be irreparably harmed if any of its confidential information were to be used or disclosed in violation of this agreement, and further agree that each of the parties shall have the right to seek and obtain injunctive relief upon any violation of this section 13.20, in addition to all of the rights and remedies available at law or in equity.