Common use of Clause 13 Clause in Contracts

Clause 13. 2.1 shall not prohibit disclosure or use of any information if and to the extent: (i) the disclosure or use is required by law, any governmental or regulatory body or any stock exchange on which the shares of any party (or its holding company) are listed; (ii) the disclosure or use is required to vest the full benefit of this Agreement or the Ancillary Agreements in any party; (iii) the disclosure or use is required for the purpose of any arbitral or judicial proceedings arising out of this Agreement, the Ancillary Agreements or any other agreement entered into under or pursuant to this Agreement; (iv) the disclosure is made to a Tax Authority in connection with the Tax affairs of the disclosing party; (v) the disclosure is made to a ratings agency on a confidential basis in connection with the affairs of the disclosing party; (vi) the disclosure is made by the Purchaser to any of its Representatives, any member of the Purchaser’s Group and/or any of their respective Representatives, or by the Seller to any of its Representatives, any member of the Seller’s Group and/or any of their respective Representatives, in each case on a “need-to-know” basis and provided they have a duty (contractual or otherwise) to keep such information confidential; (vii) the information was lawfully in the possession of that party without any obligation of secrecy prior to its being received or held, in either case as evidenced by written records; (viii) the information is or becomes publicly available (other than by breach of this Agreement); (ix) the other party has given prior written approval to the disclosure or use; or (x) the information is independently developed, provided that prior to disclosure or use of any information pursuant to Clause 13.2.2(i), (ii) or (iii), the party concerned shall, where not prohibited by law, promptly notify the other parties of such requirement with a view to providing the other parties with the opportunity to contest such disclosure or use or otherwise to agree the timing and content of such disclosure or use.

Clause 13. 2.1 shall not prohibit disclosure or use of any information if and to the extent: (i) the disclosure or use is required by law, any governmental or regulatory body or any stock exchange on which the shares of any party (or its holding company) are listed; (ii) the disclosure or use is required to vest the full benefit of this Agreement or the Ancillary Agreements in any party; (iii) the disclosure or use is required for the purpose of any arbitral or judicial proceedings arising out of this Agreement, the Ancillary Agreements or any other agreement entered into under or pursuant to this Agreement or to enable a determination to be made by the Reporting Accountants under this Agreement; (iv) the disclosure is made to a Tax Authority in connection with the Tax affairs of the disclosing party; (v) the disclosure is made to a ratings agency on a confidential basis in connection with the affairs of the disclosing party; (vi) the disclosure is made by the Purchaser to professional advisers of any of its Representatives, any member of the Purchaser’s Group and/or any of their respective Representatives, or by the Seller to any of its Representatives, any member of the Seller’s Group and/or any of their respective Representatives, in each case party on a “need-to-know” need to know basis and provided they have a duty (contractual or otherwise) on terms that such professional advisers undertake to keep comply with the provisions of Clause 13.2.1 in respect of such information confidentialas if they were a party to this Agreement; (vii) the information was lawfully in the possession of that party without any obligation of secrecy prior to its being received or held, in either case as evidenced by written records; (viii) the information is or becomes publicly available (other than by breach of this Agreement); (ix) the other party has given prior written approval to the disclosure or use; or (x) the information is independently developed, provided that prior to disclosure or use of any information pursuant to Clause 13.2.2(i), (ii) or (iii), the party concerned shall, where not prohibited by law, promptly notify the other parties of such requirement with a view to providing the other parties with the opportunity to contest such disclosure or use or otherwise to agree the timing and content of such disclosure or use.

Clause 13. 2.1 2.2 shall not prohibit disclosure or use of any information if and to the extent: (i) the disclosure or use is required by lawApplicable Law or any Governmental Entity, any governmental or regulatory body or including any stock exchange on which the shares of any party (of the Parties or its their holding company) company are listed; (ii) the disclosure or use is required to vest the full benefit of this Agreement in the Seller or the Ancillary Agreements in any partyPurchaser; (iii) the disclosure or use is required for the purpose of any judicial or arbitral or judicial proceedings arising out of this Agreement, the Ancillary Agreements Agreement or any other agreement entered into under or pursuant to this Agreement or in order to enable a determination to be made by the Reporting Accountants under this Agreement; (iv) the disclosure is made to a Tax Authority in connection with the Tax affairs of the disclosing party; (v) the disclosure is made to a ratings agency on a confidential basis in connection with the affairs professional advisers or auditors (or previous auditors) of any member of the Seller’s Group or the Purchaser’s Group or any Target Group Company on terms that such professional advisers or auditors are made aware of the provisions of Clause 13.2.2 in respect of such information as if they were a Party to this Agreement and the disclosing partyparty remains responsible for any breach by its professional advisers of the terms hereof; (vi) the disclosure is made by the Purchaser to any of its Representatives, any member of the Purchaser’s Group and/or any of their respective Representatives, or by the Seller to any of its Representatives, any member of the Seller’s Group and/or or to any Target Group Company, or to a director, officer or employee of their respective Representativesthe disclosing party or another member of its Group, as applicable, on terms that such person is made aware of the provisions of Clause 13.2.2 in each case on a “need-to-know” basis and provided they have a duty (contractual or otherwise) to keep respect of such information confidentialas if it were a Party to this Agreement and the disclosing party remains responsible for any breach by such person of the terms hereof; (vii) the information was lawfully in the possession of that party without any obligation of secrecy prior to its being received or held, in either case as evidenced by written records; (viii) the information is or becomes publicly available (other than by breach of the Confidentiality Agreement or of this Agreement);; or (ixviii) the other party has Parties have given prior written approval to the disclosure or use; or (x) the information is independently developed, provided that prior to disclosure or use of any information pursuant to Clause 13.2.2(i), (ii) or (iii), 13.2.2 the party Party concerned shall, where not prohibited by lawApplicable Law, promptly notify the other parties Parties of such requirement with a view to providing the other parties Parties with the opportunity to contest such disclosure or use or otherwise to agree the timing and content of such disclosure or use.