10Confidentiality Sample Clauses
10Confidentiality. Borrower, Agent and each Lender agree to use commercially reasonable efforts (equivalent to the efforts Borrower, Agent or such Lender applies to maintain the confidentiality of its own confidential information) to maintain as confidential all information (including, without limitation, any information provided by Borrower pursuant to Sections 6.1, 6.2 and 6.9) provided to them by any other party hereto and/or any other Loan Party, as applicable, except that Agent and each Lender may disclose such information (a) to Persons employed or engaged by Agent or such Lender or any of their Affiliates (including collateral managers of Lenders) in evaluating, approving, structuring or administering the Loans and the Commitments (provided that such Persons have been informed of the covenants contained in this Section 10.10); (b) to any assignee, funding source of Agent or any Lender, or participant or potential assignee or participant that has agreed to comply with the covenants contained in this Section 10.10 (and any such assignee or participant or potential assignee or participant may disclose such information to Persons employed or engaged by them as described in clause (a) above); (c) as required or requested by any federal or state regulatory authority or examiner, or any insurance industry association, or as reasonably believed by Agent or such Lender to be compelled by any court decree, subpoena or legal or administrative order or process; (d) as, on the advice of Agent’s or such Lender’s counsel, is required by law; (e) in connection with the exercise of any right or remedy under the Loan Documents or in connection with any litigation to which Agent or such Lender is a party; (f) to any nationally recognized rating agency or investor of a Lender that requires access to information about a Lender’s investment portfolio in connection with ratings issued or investment decisions with respect to such Lender; (g) that ceases to be confidential through no fault of Agent or any Lender; (h) to a Person that is an investor or prospective investor in a Securitization that agrees that its access to information regarding Borrower and the Loans and Commitments is solely for purposes of evaluating an investment in such Securitization and who agrees to treat such information as confidential; or (i) to a Person that is a trustee, collateral manager, servicer, noteholder or secured party in a Securitization in connection with the administration, servicing and reporting on th...
10Confidentiality. (a) This Agreement and all information disclosed hereunder or in connection with this Agreement shall be treated as confidential and (except as provided in sub-Section (c) below) such information shall not be disclosed in whole or in part by either Party without the prior consent of the other Party.
(b) This obligation does not apply to information that (when used or disclosed) has been made public other than through a breach of this Agreement or has been, or could have been, lawfully acquired by the Party.
(c) Notwithstanding the provisions of Sub-cection (a) above, neither Party shall be required to obtain the prior consent of the other in respect of disclosure of information:
(i) to directors and employees and Affiliates of such Party, provided that such Party shall use reasonable endeavors to ensure that such Affiliates keep the disclosed information confidential on the same terms as are provided in this Section 19.10;
(ii) to persons professionally engaged by or on behalf of such Party; provided that such Persons shall be required by such Party to undertake to keep such information confidential and that such Party shall use reasonable endeavors to secure compliance with such undertaking;
(iii) to any government department or any governmental or regulatory agency having jurisdiction over such Party but only to the extent that such Party is required by law to make such disclosure;
(iv) to (A) any lending or other financial institution in connection with the financing of such Party’s operations or (B) any bona fide intended assignee or transferee of the whole or any part of the rights and interests of the disclosing Party under this Agreement, but (in either case) only to the extent required in connection with obtaining such finance or in respect of such proposed assignment and subject to such institution or intended assignee or transferee first agreeing with such Party to be bound by confidentiality provisions substantially the same as those contained in this Section 19.10;
(v) to any expert (including any Expert) or arbitrator appointed pursuant to and under the terms of this Agreement.
(d) This Section 19.10 shall survive termination or expiry of this Agreement for a period of thirty six (36) months from the date of such termination or expiry.
10Confidentiality. No party hereto shall make any public announcement or disclosure of any information related to this Agreement to outside brokers or third parties, before Closing, without the specific prior written consent of the others, except for such disclosures to its lenders, creditors, officers, employees and agents as may be necessary to permit it to perform it’s obligations hereunder and except as and to the extent that such party, in its good faith judgment and following consultation with its counsel, believes that such disclosure is required to enable it to comply with obligations under federal or state or Australian securities laws. Notwithstanding the foregoing, any party to this transaction (and each employee, agent or representative of the foregoing) may disclose to any and all persons, without limitation of any kind, the tax treatment and tax structure of the transaction and all materials of any kind (including opinions or other tax analyses) that are provided to them relating to such tax treatment and tax structure. The authorization in the preceding sentence is not intended to permit disclosure of any other information unrelated to the tax treatment and tax structure of the transaction including (without limitation) (i) any portion of the transaction documents or related materials to the extent not related to the tax treatment or tax structure of the transaction, (ii) the existence or status of any negotiations unrelated to the tax issues, or (iii) any other term or detail not relevant to the tax treatment or the tax structure of the transaction.
10Confidentiality. Each Lender and the Agent agrees that it will not disclose to any third party any written information marked "Confidential" provided to it by the Borrower; provided, that, the foregoing will not (i) restrict the ability of the Agent, the Lenders and any loan participants from freely exchanging such information among themselves (and their respective employees, attorneys, agents and advisors), (ii) restrict the ability to disclose such information to a prospective Eligible Assignee or participant, provided, that, such Eligible Assignee or participant executes a confidentiality agreement with the selling Lender agreeing to be bound by the terms hereof prior to disclosure of such information to such Eligible Assignee or participant or (iii) prohibit the disclosure of such information to the extent such information (a) becomes publicly available, (b) becomes available through a Person not a Subsidiary, (c) is required to be disclosed pursuant to court order, subpoena, other legal process, regulatory request or otherwise by law or (d) is disclosed in litigation with the Borrower or any of its Subsidiaries.
10Confidentiality. This deed may be treated as a public document. EXECUTED for and on behalf of Wollondilly Shire Council by its authorised delegate, in accordance with a resolution of the Council made on Signature of Authorised Delegate Name of Authorised Delegate (in full) Signature of Witness Name of Witness (in full) EXECUTED by Developer ACN …. in accordance with section 127 of the Corporations Act 2001: Signature: Signature: Name: Name: PLEASE PRINT Director/Secretary PLEASE PRINT Director/Secretary A Monetary Contributions Item/ Contributions Public Purpose Manner / Extent Timing Item [Listing and Plan Description] Public Purpose [Open Space; Roads and Transport Community Facilities; Stormwater Facilities; Plan and VPA Management and Administration] Contributions Value of $ and indexed at time of payment Description of Works Prior to the issue of the Subdivision Certificate for the 1st Final Residential Lot
10Confidentiality has been submitted, the aggrieved employee, the Staff Union and the BCGEU shall maintain confidentiality and will not discuss the merits or circumstances of the grievance with anyone other than those who are involved with the resolution of the grievance.
10Confidentiality. During the Term of Employment and continuously thereafter, Employee shall keep secret and retain in strictest confidence and not use or disclose, furnish or make accessible to anyone outside the Company, directly or indirectly, or use for the benefit of Employee or others except in conjunction with the business of the Company, any Protected Information. The term “Protected Information” shall mean trade secrets, confidential or proprietary information and all other knowledge, technology, know-how, information, documents or materials owned, developed or possessed by the Company, whether in tangible or intangible form, pertaining to the business of the Company, including, but not limited to, research and development, operations, systems, databases, computer programs and software, designs, models, operating procedures, knowledge of the organization, products and services (including prices, costs, sales or content), processes, techniques, contracts, financial information or measures, business methods, future business plans, details of consultant contracts, new personnel acquisition plans, business acquisition plans, customers and suppliers (including identities of customers and prospective customers and suppliers, identities of individual contacts at business entities which are customers or prospective customers or suppliers, preferences, businesses or habits), and business relationships. Provided however, that Protected Information shall not include information that shall become generally known to the public or the trade without violation of this Section 1.6.
10Confidentiality. In handling any confidential information, Bank shall exercise the same degree of care that it exercises for its own proprietary information, but disclosure of information may be made: (a) to Bank's Subsidiaries or Affiliates (such Subsidiaries and Affiliates, together with Bank, each a “Bank Entity” and collectively, the “Bank Entities”) provided that such Subsidiaries or Affiliates shall be bound by the confidentiality provisions set forth in this Section 12.10; (b) to prospective transferees or purchasers of any interest in the Credit Extensions (provided, however, Bank shall use its best efforts to obtain any prospective transferee's or purchaser's agreement to the terms of this Section 12.10); (c) as required by law, regulation, subpoena, or other order; (d) to Bank's regulators or as otherwise required in connection with Bank's examination or audit; (e) as Bank considers appropriate in exercising remedies under the Loan Documents; and (t) to third-party service providers of Bank so long as such service providers have executed a confidentiality agreement with Bank with terms no less restrictive than those contained herein. Confidential information does not include information that is: (i) in the public domain or in Bank's possession when disclosed to Bank, or becomes part of the public domain (other than as a result of its disclosure by Bank in violation of this Agreement) after disclosure to Bank; or (ii) disclosed to Bank by a third party on a non-confidential basis if Bank does not know that the third party is prohibited from disclosing the information. Bank Entities may use confidential information for the development of databases, reporting purposes, and market analysis so long as such confidential information is aggregated and anonymized prior to distribution unless otherwise expressly permitted by Borrower. The provisions of the immediately preceding sentence shall survive the termination of this Agreement. 12.
10Confidentiality. (a) The Parties acknowledge and agree that in connection with the completion of the Transactions, each Party will obtain from the other certain Confidential Information (as defined below) of the other Party. The Party disclosing Confidential Information hereunder shall be referred to as the “Disclosing Party” and the Party receiving Confidential Information hereunder shall be referred to as the “Receiving Party”. The Receiving Party agrees that such Confidential Information of the Disclosing Party shall be used by the Receiving Party solely for the purpose of furthering the Transactions (the “Purpose”).
(b) For purposes of this Agreement, and except as provided below, “Confidential Information” of Disclosing Party shall mean any confidential, proprietary or trade secret information, data or know-how which relates to the business, research, services, products, customers, suppliers, employees, or financial information of the Disclosing Party and its subsidiaries and Affiliates, including, but not limited to, product or service specifications, designs, drawings, prototypes, computer programs, models, business plans, marketing plans, financial data, financial statements, financial forecasts and statistical information, in each case that is marked as confidential, proprietary or secret, or with an alternate legend or marking indicating the confidentiality thereof or which, from the nature thereof should reasonably be expected to be confidential or proprietary, in each case which is disclosed by the Disclosing Party or on its behalf, after the date hereof, to the Receiving Party either in writing, orally, by inspection or in any other form or medium. Any technical or business information of a third person furnished or disclosed shall be deemed “Confidential Information” of the Disclosing Party unless otherwise specifically indicated in writing to the contrary.
(c) The Receiving Party agrees to use the Confidential Information of the Disclosing Party only for the Purpose and shall use reasonable care not to disclose Confidential Information to any non-Affiliated third party, such care to be at least equal to the care exercised by Receiving Party as to its own Confidential Information, which standard of care shall not be less than the current industry standard in effect as of the date of such receipt. Receiving Party agrees that it shall make disclosure of any such Confidential Information of the Disclosing Party only to its Affiliates and their respective Represe...
10Confidentiality. This deed will be treated as a public document. EXECUTED for and on behalf of Wollondilly Shire Council by its authorised delegate, in accordance with a resolution of the Council made on Signature: Name: PLEASE PRINT EXECUTED by Name ABN Number in accordance with section 127 of the Corporations Act 2001: Signature: Signature: Name: Name: PLEASE PRINT Director/Secretary PLEASE PRINT Director/Secretary AA CP ref Description Public Purpose $x,xxx,xxx ha $x,xxx,xxx 2-years $X,xxx,xxx Manner and Extent Prior to the release of the subdivision certificate that creates the 1st final lot. SP CP ref Description Public Purpose $x,xxx,xxx ha $x,xxx,xxx 2-years $X,xxx,xxx Manner and Extent Prior to the release of the subdivision certificate that creates the 1st final lot. LP1 CP ref Description Public Purpose $x,xxx,xxx ha $x,xxx,xxx 2-years $X,xxx,xxx Manner and Extent Prior to the release of the subdivision certificate that creates the 1st final lot. PA PA Plan Administration and Management (monetary contributions) Plan Administration $x,xxx per final lot N/A N/A N/A $xxx,xxx Monetary Contribution towards the administration of the Planning Agreement. 3% total value of agreement Prior to the release of the subdivision certificate that creates each lot. Indexed at time of payment