Compulsory Disclosure of Evaluation Material. If the Receiving Party or its Representatives are requested or required in any judicial, arbitral or administrative proceeding or by any governmental or regulatory authority to disclose any Evaluation Material (whether by deposition, interrogatory, request for documents, subpoena, civil investigative demand, or otherwise), or the Receiving Party is so requested or required to disclose any of the facts disclosure of which is prohibited under paragraph (3)(e) of this Agreement, the Receiving Party shall give the Furnishing Party prompt notice of such request so that the Furnishing Party may seek an appropriate protective order or other appropriate remedy and/or waive compliance with the provisions of this Agreement, and, upon the Furnishing Party's request and at the Furnishing Party's expense, shall reasonably cooperate with the Furnishing Party in seeking such an order. If, in the absence of a protective order or other remedy or the receipt of a waiver by the Furnishing Party, the Receiving Party is nontheless, in the opinion of the Receiving Party's or (in the case of disclosure requested or required of a Representative, such Representative's) outside counsel or General Counsel, legally compelled to disclose Evaluation Material, the Receiving Party shall disclose only that portion of the Evaluation Material which the Receiving Party is legally required to disclose and upon the Furnishing Party's request and at the Furnishing Party's expense, shall use all requisite reasonable efforts to obtain assurances that confidential treatment will be accorded to such Evaluation Material to the extent such assurances are available. Subject to the foregoing conditions and limitations, the Receiving Party may disclose Evaluation Material under the circumstances set forth in this paragraph (b) without liability hereunder.
Compulsory Disclosure of Evaluation Material. If the Receiving Party is requested in any judicial or administrative proceeding or by any governmental or regulatory authority to disclose any Evaluation Material (whether by deposition, interrogatory, request for documents, subpoena, civil investigative demand, or otherwise), the Receiving Party shall give the Furnishing Party prompt notice of such request so that the Furnishing Party may seek an appropriate protective order, and, upon the Furnishing Party’s request and at the Furnishing Party’s expense, shall cooperate with the Furnishing Party in seeking such an order. If the Receiving Party is nonetheless compelled to disclose Evaluation Material, the Receiving Party shall disclose only that portion of the Evaluation Material which the Receiving Party is legally required to disclose and, upon the Furnishing Party’s request and at the Furnishing Party’s expense, shall use its reasonable best efforts to obtain assurances that confidential treatment will be accorded to such Evaluation Material to the extent such assurances are available. Subject to the foregoing conditions and limitations, it shall not be a violation of this Agreement for the Receiving Party to disclose Evaluation Material pursuant to an order entered in any judicial or administrative proceeding or by any governmental or regulatory authority.
Compulsory Disclosure of Evaluation Material. In the event that you, a Xxxxx Xxxxxxx Commodities Affiliate or any of your or their Representatives is requested or required (by interrogatories, requests for information, subpoena or similar legal process) to disclose any Evaluation Material, if allowed by applicable law, you shall provide the Company with prompt written notice thereof so that the Company may seek an appropriate protective order and/or, in its sole discretion, waive your compliance with the provisions of this Agreement. If, in the absence of such a protective order or waiver, you, a Xxxxx Xxxxxxx Commodities Affiliate or any of your or their Representatives are nonetheless legally compelled to disclose any Evaluation Material, then you or such Xxxxx Xxxxxxx Commodities Affiliate or Representative may disclose such portion of the Evaluation Material that you are advised by counsel is legally required to be disclosed without liability under this Agreement, and you will reasonably cooperate with the Company in its efforts to obtain assurances that such disclosed Evaluation Material will be afforded confidential treatment.
Compulsory Disclosure of Evaluation Material. Notwithstanding Section 2(a), in the event that you or any of your Representatives is requested or required by a governmental or regulatory body (including stock exchanges or self-regulatory organizations) by interrogatories, requests for information, subpoena or other documents or requests to disclose any Evaluation Material, you shall provide the Company with prompt written notice (except as may be prohibited by law, regulation or professional standard) of the existence, terms and circumstances surrounding such request or requirement so that the Company may, at its sole expense, seek an appropriate protective order and/or, in its sole discretion, waive compliance by you or your Representatives with the applicable provisions of this Agreement. If, in the absence of such a protective order or waiver, you or any of your Representatives are nonetheless legally compelled or requested to disclose any Evaluation Material, then you or such Representative may disclose only such portion of the Evaluation Material as is legally required or requested to be disclosed without liability under this Agreement so long as you use (and cause your applicable Representatives to use) commercially reasonable efforts and cooperate with the Company to obtain assurances (including an appropriate protective order) that such disclosed Evaluation Material will be afforded confidential treatment and to preserve the confidentiality of the remainder of the Evaluation Material. We will assume all costs associated with any such disclosure of Evaluation Materials that you or your Representatives are legally required or requested to make.
Compulsory Disclosure of Evaluation Material. In the event that you or any of your Representatives is requested or required by a governmental or regulatory body (including stock exchanges or self-regulatory organizations) (by interrogatories, requests for information, subpoena or other documents or requests) to disclose any Evaluation Material, you shall provide the Company with prompt written notice (to the extent reasonably practicable and permitted by law, regulation or professional standard) of such request or requirement so that the Company may seek (at the Company’s sole expense) an appropriate protective order and/or, in its sole discretion, waive compliance by you or your Representatives with the applicable provisions of this Agreement. If, in the absence of such a protective order or waiver, you or any of your Representatives are nonetheless legally compelled or requested to disclose any Evaluation Material, then you or such Representative may disclose only such portion of the Evaluation Material as is legally required or requested to be disclosed without liability under this Agreement so long as you use commercially reasonable efforts to obtain assurances that such disclosed Evaluation Material will be afforded confidential treatment and to preserve the confidentiality of the remainder of the Evaluation Material. We will assume all reasonable costs associated with any such disclosure of Evaluation Materials that you are legally required or requested to make. Notwithstanding anything herein to the contrary, Evaluation Material may be disclosed by you and your Representatives when pursuant to an ordinary course examination by a regulator, bank examiner or self-regulatory organization not specifically directed at the Company, the Transaction or the Evaluation Material.
