Clause 14. 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 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 14.2.2(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 14. 8.1 above shall not oblige any Finance Party to do anything, and Clause 14.8.1.3 above shall not oblige any other Party to do anything, which would or might in its reasonable opinion constitute a breach of:
14.8.3.1 any law or regulation;
14.8.3.2 any fiduciary duty; or
14.8.3.3 any duty of confidentiality.
Clause 14. Q129: In photo shown below, is resilient surface required under this table? A: No, resilient surfacing is not required on adjacent surfaces within composite play structures.
Clause 14. 1 shall only bind the Employee to the extent allowed by law and nothing in this clause shall prevent the Employee from making a statutory disclosure.
Clause 14. 2.1 can also be used to attend to the medical needs of the teacher's child or parent who is not a member of the teacher's household.
Clause 14. Anatel may determine that the Concessionaire offer to the users, services, commodities or utilities correlated to the object of the grant, and in this case the parties must adjust the unit prices of these services, abiding by the parameters of the market and the right to fair remuneration.
Clause 14. 1.14 of the Original Facility Agreement shall be deleted and replaced by the following:-
Clause 14. 2.1 of the Agreement shall be deleted in its entirety and replaced with:
Clause 14. 2.1 shall not prohibit disclosure or use of any information if and to the extent that:
(i) the disclosure or use is required in order to allow any Party to comply with any legal or regulatory requirement (including under Article 7:116 CCA and any requests made by the FSMA in this respect) to make a public announcement or filing or to provide information to any Governmental Authority (including the FSMA and the SEC) or stock exchange (including Euronext Brussels and the NYSE), in which case such Party may disclose only that portion of information it is required to disclose, it being understood and agreed that the existence, subject and contents of this Agreement may be disclosed by a Party in its SEC filings and that this Agreement may be publicly filed in its entirety as an exhibit thereto, in each case at any time after the execution and delivery hereof;
(ii) the disclosure or use is required for the purposes of any judicial or arbitration proceedings arising out of or in connection with this Agreement;
(iii) the disclosure is made to professional advisers of any Party or to the W&I Insurer, on condition that such persons undertake or are bound by professional rules of conduct to comply with obligations substantially similar to the provisions of this Clause 14.2;
(iv) the disclosure is made (a) in the context of the SGM in view of the Shareholder Approval Condition or (b) by the Seller in the context of the Takeover Bid, including as part of the prospectus, the tender offer statement on Schedule TO or any other offer documentation, as well as in any press releases to be issued by the Seller within the framework of the Takeover Bid proceedings; or
(v) the information is or becomes publicly available (other than as a result of a breach of this Agreement).
