Common use of Access; Confidentiality Clause in Contracts

Access; Confidentiality. By executing this Agreement, each Member expressly agrees, at all times during the term of the Company and thereafter and whether or not at the time a Member of the Company (a) not to issue any press release or advertisement or take any similar action concerning the Company’s business or affairs without first obtaining consent of the Manager, which consent shall not be unreasonably withheld, conditioned or delayed, (b) not to publicize detailed financial information concerning the Company and (c) not to disclose the Company’s affairs generally; provided that the foregoing shall not restrict any Member from disclosing information concerning such Member’s investment in the Company to its officers, directors, employees, agents, legal counsel, accountants, other professional advisors, limited partners, members and Affiliates, or to prospective or existing investors of such Member or its Affiliates or to prospective or existing lenders to such Member or its Affiliates. Nothing herein shall restrict any Member from disclosing information that: (i) is in the public domain (except where such information entered the public domain in violation of this Section 15.10); (ii) was made available or becomes available to a Member on a non-confidential basis prior to its disclosure by the Company; (iii) was available or becomes available to a Member on a non-confidential basis from a Person other than the Company who is not otherwise bound by a confidentiality agreement with the Company or its representatives, or is not otherwise prohibited from transmitting the information to the Member; (iv) is developed independently by the Member; (v) is required to be disclosed by applicable law, rule or regulation (provided that prior to any such required disclosure, the disclosing party shall, to the extent possible, consult with the other Members and use best efforts to incorporate any reasonable comments of the other Members prior to such disclosure) or is necessary to be disclosed in connection with customary or required financial reporting of any Member or its Affiliates; or (vi) is expressly approved in writing by the Members. The provisions of this Section shall survive the termination of the Company.

Access; Confidentiality. By executing (a) At all times during normal business hours from and after the date hereof until the earlier of the Closing or the termination of this Agreement, each Member expressly agreesthe Company shall afford WIC and Purchaser and their authorized representatives reasonable access to the properties, at all times during the term employees and officers of the Company and thereafter to all books and whether or not at the time a Member records of every kind of the Company (a) not to issue any press release as WIC or advertisement or take any similar action concerning the Company’s business or affairs without first obtaining consent of the Manager, which consent shall not be unreasonably withheld, conditioned or delayed, Purchaser may reasonably request. (b) not WIC, Purchaser and their Affiliates shall, and shall cause their representatives to, hold confidential all information relating to publicize detailed financial information concerning the Company and (c) not or its Subsidiaries that they have received prior to disclose the Company’s affairs generallydate hereof or may receive on or after the date hereof from the Company or any of its representatives; provided provided, however, that the foregoing shall not restrict any Member from disclosing information concerning such Member’s investment in the Company apply to its officers, directors, employees, agents, legal counsel, accountants, other professional advisors, limited partners, members and Affiliates, or to prospective or existing investors of such Member or its Affiliates or to prospective or existing lenders to such Member or its Affiliates. Nothing herein shall restrict any Member from disclosing information that: (i) information that is in or becomes generally available to the public domain (except where such information entered the public domain other than as a result of a disclosure by WIC, Purchaser or any of their Affiliates or representatives in violation of this Section 15.104.10(b); , (ii) was made available information that is or becomes available to a Member WIC or Purchaser or any of their representatives on a non-confidential basis prior to its disclosure by the Company; (iii) was available or becomes available to a Member on a non-confidential nonconfidential basis from a Person source other than the Company who or its Affiliates or representatives, provided that such source is not otherwise known by WIC or Purchaser to be bound by a confidentiality agreement with or other obligation of secrecy to the Company or its representativesany other party, or is not otherwise prohibited from transmitting the (iii) information to the Member; (iv) is developed independently by the Member; (v) that is required to be disclosed by WIC or Purchaser or any of their representatives as a result of any applicable lawLaw; provided further, rule or regulation however, that in the event information is required to be disclosed pursuant to clause (provided that prior to any such required disclosureiii) above, the disclosing party shall, Person proposing such disclosure shall provide to the Company to the extent possiblepracticable an opportunity, consult with the other Members and use best efforts to incorporate reasonably in advance of any reasonable comments of the other Members prior to such disclosure) or is necessary , to be disclosed in connection with customary or required financial reporting review and comment on the form and content of any Member or its Affiliates; or (vi) is expressly approved in writing by the Members. The provisions of this Section shall survive the termination of the Companysuch proposed disclosure.

Access; Confidentiality. By executing this Agreement, each Member expressly agrees, at all times during the term of the Company and thereafter and whether or not at the time a Member of the Company (a) not to issue any press release or advertisement or take any similar action concerning the Company’s business or affairs without first obtaining consent of the Manager, which consent shall not be unreasonably withheld, conditioned or delayedManaging Member, (b) not to publicize detailed any financial information concerning the Company and (c) not to disclose the Company’s affairs generally; provided that the foregoing shall not restrict any Member from disclosing information concerning such Member’s investment in the Company to its officers, directors, employees, agents, legal counsel, accountants, other professional advisors, limited partners, members and Affiliates, or to prospective or existing investors of such Member or its Affiliates or to prospective or existing lenders to such Member or its Affiliates. Nothing herein shall restrict any Member from disclosing information that: (i) is in the public domain (except where such information entered the public domain in violation of this Section 15.1010.4); (ii) was made available or becomes available to a Member on a non-confidential basis prior to its disclosure to such Member by the CompanyCompany or another Member; (iii) was available or becomes available to a Member on a non-confidential basis from a Person other than the Company who is not otherwise bound by a confidentiality agreement with the Company or its representatives, or is not otherwise prohibited from transmitting the information to the Member; (iv) is developed independently by the Member; (v) is required to be disclosed by applicable law, rule or regulation law (provided that prior to any such required disclosure, the disclosing party shall, to the extent possible, consult with the other Members Managing Member and use best efforts to incorporate any reasonable comments of the other Members Managing Member prior to such disclosure) or is necessary to be disclosed in connection with customary or required financial reporting of any Member or its Affiliates); or (vi) is expressly approved in writing by the MembersCompany. The provisions of this Section 10.4 shall survive the termination of the Company.

Access; Confidentiality. By executing this Agreement, each Member expressly agrees, at all times during the term of the Company and thereafter and whether or not at the time a Member of the Company Company, (a) not to issue any press release or advertisement or take any similar action concerning the Company’s business or affairs without first obtaining consent of the Members and the Manager, which consent shall not be unreasonably withheld, conditioned or delayed, (b) not to publicize detailed financial information concerning the Company Company, and (c) not to disclose the Company’s affairs generally; , provided that the foregoing shall not restrict any Member from disclosing information concerning such Member’s investment in the Company to its officers, directors, employees, agents, legal counsel, accountants, other professional advisors, limited partners, members and Affiliates, or to prospective or existing investors of such Member or its Affiliates or to prospective or existing lenders to such Member or its Affiliates. Nothing herein shall restrict any Member from disclosing information that: (ia) is in the public domain (except where such information entered the public domain in violation of this Section 15.1012.11); (iib) was made available or becomes available to a Member on a non-confidential basis prior to its disclosure by the Company; (iiic) was available or becomes available to a Member on a non-confidential basis from a Person other than the Company or another Party who is not otherwise bound by a confidentiality agreement with the Company or its representatives, or is not otherwise prohibited from transmitting the information to the Member; (ivd) is developed independently by the Member; (ve) is required to be disclosed by applicable law, rule or regulation law (provided that prior to any such required disclosure, the disclosing party shall, to the extent possible, consult with the other Members Parties and use best efforts to incorporate any reasonable comments of the other Members Parties prior to such disclosure); (f) or is necessary to be disclosed in connection with customary or required financial reporting of any Member or its Affiliates; a dispute hereunder or (vig) is expressly approved in writing by the MembersParties. The provisions of this Section 12.11 shall survive the termination of the Company.

Access; Confidentiality. By executing this Agreement, each of Common Member and Preferred Member expressly agrees, at all times during the term of the Company and thereafter and whether or not at the time a Member of the Company (a) not to issue any press release or advertisement or take any similar action concerning the Company’s business or affairs without first obtaining consent the Approval of the Managerother Member, which consent shall not be unreasonably withheld, conditioned or delayed, (b) not to publicize detailed financial information concerning the Company and (c) not to disclose the Company’s affairs generally; provided that none of the foregoing shall not restrict any Member from disclosing information concerning such Member’s investment in the Company to its officers, directors, employees, agents, legal counsel, accountants, other professional advisors, limited partners, members and Affiliates, or to prospective or existing investors of such Member or its Affiliates or to prospective or existing lenders to such Member or its Affiliates. Nothing herein shall restrict any Member from disclosing information that: (i) is in the public domain (except where such information entered the public domain in violation of this Section 15.10)domain; (ii) was made available or becomes available to a Member on a non-confidential basis prior to its disclosure by the Company; (iii) was available or becomes available to a Member on a non-confidential basis from a Person other than the Company who is not otherwise bound by a confidentiality agreement with the Company or its representatives, or is not otherwise prohibited from transmitting the information to the Member; (iv) is developed independently by the Member; (v) is required or would be reasonably prudent to be disclosed by applicable law, rule or regulation (provided that prior to any such required disclosure, including the disclosing party shall, to the extent possible, consult with the other Members applicable rules and use best efforts to incorporate any reasonable comments regulations of the other Members prior to such disclosure) U.S. Securities and Exchange Commission and any national securities exchange or is necessary to be disclosed in connection with customary or required financial reporting of any Member or its Affiliatesover-the-counter market; or (vi) is expressly approved in writing by the MembersCompany. The provisions of this Section shall survive the termination of the Company.

Access; Confidentiality. By executing this AgreementThe Selling Shareholders agree to make, each Member expressly agrees, at all times during the term of procure that the Company makes, available to the Purchaser and thereafter its representatives and whether or not at the time a Member of the Company (a) not to issue any press release or advertisement or take any similar action concerning the Company’s business or affairs without first obtaining consent of the Manageradvisors all books, which consent shall not be unreasonably withheldrecords, conditioned or delayed, (b) not to publicize detailed financial information concerning the Company and (c) not to disclose the Company’s affairs generally; provided that the foregoing shall not restrict any Member from disclosing information concerning such Member’s investment in the Company to its officersfacilities, directors, officers, employees, agentsnon-employee agents (such as patent and regulatory counsel) and information necessary for the Purchaser to evaluate the businesses, operations, properties and financial condition of any Group Company, except such documents where confidentiality obligations prevent the identity of the parties executing the documents from being disclosed (in which case the Company will provide the Purchaser with redacted versions). Each party shall keep confidential and shall not make use of any information treated by the other party as confidential (including, without limitation, the existence of the Transaction Documents or the consummation of the Acquisition or the failure of such a consummation), obtained from the other party concerning the assets, properties, business or operations of the other party other than to disclose to legal counsel, accountantsconsultants, other professional financial advisors, limited partnersofficers, members key employees, lenders and Affiliates, or to prospective or existing investors of such Member or its Affiliates or to prospective or existing lenders to such Member or its Affiliates. Nothing herein shall restrict any Member from disclosing information that: (i) is in the public domain (except investment bankers where such information entered disclosure is related to the public domain in violation performance of obligations under the Transaction Documents or the consummation of the transactions contemplated under the Transaction Documents (all of whom shall be similarly bound by the provisions of this Section 15.105.5); (ii) was made available or becomes available to a Member on a non-confidential basis prior to its disclosure by the Company; (iii) was available or becomes available to a Member on a non-confidential basis from a Person other than the Company who is not otherwise bound by a confidentiality agreement with the Company or its representatives, or is not otherwise prohibited from transmitting the information to the Member; (iv) is developed independently by the Member; (v) is except as may be required to be disclosed by applicable lawlaw or regulations (including of any stock exchange) or as may be required to obtain the consents, rule waivers or regulation (provided that prior releases from any Governmental Entity or other third party. Notwithstanding the foregoing, the foregoing confidentiality restrictions shall not apply to any such required disclosure, the disclosing party shall, information which (a) becomes generally available to the extent possible, consult with the other Members and use best efforts to incorporate any reasonable comments public through no fault of the other Members prior to receiving party or its employees, agents or representatives; (b) is independently developed by the receiving party without benefit of the above-described information (and such disclosureindependent development is substantiated in writing), or rightfully received from another source on a non-confidential basis; (c) when such disclosure is required by a court or governmental authority or any stock exchange or is otherwise required by law or is necessary to establish rights under the Transaction Documents or any agreement contemplated hereby. Purchaser agrees that upon signing of these Transaction Documents, Company may inform employees of the current status of the contemplated transaction using an announcement the form and content of which will be disclosed agreed in connection advance with customary or required financial reporting the Purchaser. Furthermore, for the avoidance of doubt, it is explicitly stated that nothing herein shall restrict the Purchaser and the Group Companies in any way in their use of any Member or its Affiliates; or (vi) is expressly approved in writing by the Members. The provisions of this Section shall survive the termination information relating to any of the CompanyGroup Companies after consummation of the Closing.

Access; Confidentiality. By executing this Agreement, each Member expressly agrees, at all times during the term of the Company and thereafter and whether or not at the time a Member of the Company (ai) not to issue any press release or advertisement or take any similar action concerning the Company’s 's business or affairs without first obtaining consent of the Manager, a Member Consent which consent shall not be unreasonably withheld, conditioned or delayed, (bii) not to publicize detailed financial information concerning the Company and (ciii) not to disclose the Company’s 's affairs generallygenerally without using reasonable efforts to consult with the other Members prior to such disclosure; provided that provided, however, the foregoing shall not restrict any Member from disclosing information concerning such Member’s 's investment in the Company to its officers, directors, employees, agents, legal counsel, accountants, other professional advisors, limited partners, members and Affiliates, or to prospective or existing investors of such Member or its Affiliates or to prospective or existing lenders to such Member or its Affiliates. Nothing herein shall restrict any Member from disclosing information that: (i) is in the public domain (except where such information entered the public domain in violation of this Section 15.10); (ii) was made available or becomes available to a Member on a non-confidential basis prior to its disclosure by the Company; (iii) was available or becomes available to a Member on a non-confidential basis from a Person other than the Company who is not otherwise bound by a confidentiality agreement with the Company or its representatives, or is not otherwise prohibited from transmitting the information to the Member; (iv) is developed independently by the Member; (v) is required to be disclosed by applicable law, rule or regulation (provided that prior to any such required disclosure, the disclosing party shall, to the extent possible, consult with the other Members and use best efforts to incorporate any reasonable comments of the other Members prior to such disclosure) or is necessary to be disclosed in connection with customary or required financial reporting of any Member or its Affiliates; or (vi) is expressly approved in writing by the Members. The provisions of this Section shall survive the termination of the Company. Notwithstanding anything to the contrary provided elsewhere herein, (i) any party to this Agreement (and any employee, representative, or other agent of any party to this Agreement) may disclose to any and all Persons, without limitation of any kind, (x) the tax treatment and tax structure of the transactions contemplated by this Agreement and all materials of any kind (including opinions or other tax analyses) that are provided to it relating to such tax treatment and tax structure (however, any such information relating to the tax treatment or tax structure is required to be kept confidential to the extent necessary to comply with any applicable federal or state securities law) or (y) any other information to the extent necessary to comply with applicable federal or state securities laws or in connection with the required accounting for a Member's Interest in the Company under generally accepted accounting principles, (ii) the Members shall cause the Company to issue a press release in a form to be approved by the Members upon the full execution of the Purchase Agreement and following the Acquisition Closing Date, (iii) COP, RFR Holdings LLC or its Affiliates may disclose in any form and for any purpose (including but not limited to marketing or promotional materials) that they have "originated and acted as an advisor and participant" in the acquisition of the Portfolio; provided that, without the consent of the Tanger Member, none of the COP, RFR Holdings LLC or any of its Affiliate shall be entitled to use or mention the name of the Tanger Member or any of its Affiliate in any such disclosure and (iv) Compass Advisers, LLC or its Affiliates may disclose in any form and for any purpose (including but not limited to marketing or promotional materials) that they have acted as an advisor to the Tanger Member and its Affiliates in the acquisition of the Portfolio; provided that, without the consent of the Blackstone Member, Compass Advisers, LLP or its Affiliates shall not be entitled to use or mention the name of the Blackstone Member or any of its Affiliate in any such disclosure. The provisions of this Section 10.5 shall survive the termination of the Company.