Common use of Compulsory Disclosure Clause in Contracts

Compulsory Disclosure. If Buyer or any of its Representatives is requested or required by interrogatories, requests for information from a governmental, regulatory or supervisory authority, subpoena or similar legal process to disclose any Evaluation Material or Discussions Disclosure, or Buyer believes that any Discussions Disclosure is required for Buyer or any of its Representatives not to be in violation of Applicable Law, Buyer shall provide [Seller] [the Company] with prompt prior written notice thereof, to the extent not prohibited by Applicable Law, so that [Seller and/or] the Company may seek an appropriate protective order and/or, in the sole discretion of [Seller or] the Company, waive compliance by Buyer or its applicable Representatives with the applicable provisions of this Agreement. If, in the absence of such a protective order or waiver, Buyer or any of its Representatives is nonetheless legally compelled to disclose any Evaluation Material or Discussions Disclosure, then Buyer or such Representatives may, without liability under this Agreement, disclose only such portion of the Evaluation Material or make only such Discussions Disclosure (as applicable) as is legally required to be disclosed; provided that Buyer agrees to use (and to cause its applicable Representatives to use) reasonable efforts to obtain assurances that any such disclosed Evaluation Material and Discussions Disclosure will be afforded confidential treatment and [Seller] [the Company] agrees to reimburse Buyer and any such Representatives for the entire amount of the reasonable and documented out-of-pocket expenses incurred in connection with such efforts to have such Evaluation Material or Discussions Disclosure (as applicable) afforded confidential treatment.

Compulsory Disclosure. If Buyer either Party or any of its Representatives is requested or required by interrogatories, requests for information from a governmental, regulatory or supervisory authority, subpoena or similar legal process to disclose any Evaluation Material of the other Party or Discussions Disclosure, or Buyer such Party believes that any Discussions Disclosure is required for Buyer it or any of its Representatives not to be in violation of Applicable Law, Buyer such Party shall provide [Seller] [the Company] other Party with prompt prior written notice thereof, to the extent not prohibited by Applicable Law, so that [Seller and/or] the Company other Party may seek an appropriate protective order and/or, in the sole discretion of [Seller or] the Companyother Party, waive compliance by Buyer such Party or its applicable Representatives with the applicable provisions of this Agreement. If, in the absence of such a protective order or waiver, Buyer any Party or any of its Representatives is nonetheless legally compelled to disclose any Evaluation Material of the other Party or Discussions Disclosure, then Buyer such Party or such Representatives may, without liability under this Agreement, disclose only such portion of the other Party’s Evaluation Material or make only such Discussions Disclosure (as applicable) as is legally required to be disclosed; provided that Buyer such Party agrees to use (and to cause its applicable Representatives to use) reasonable efforts to obtain assurances that any such disclosed Evaluation Material and Discussions Disclosure will be afforded confidential treatment and [Seller] [the Company] other Party agrees to reimburse Buyer such Party and any such Representatives for the entire amount of the reasonable and documented out-of-pocket expenses incurred in connection with such efforts to have such Evaluation Material or Discussions Disclosure (as applicable) afforded confidential treatment.

Compulsory Disclosure. If Buyer In the event that you or any of its your Representatives is requested or are required by interrogatories, requests for information from a governmental, regulatory or supervisory authority, subpoena or similar legal process Law to disclose any of the Evaluation Material Material, you or Discussions Disclosure, or Buyer believes that any Discussions Disclosure is required for Buyer or any of its Representatives not to be in violation of Applicable Law, Buyer shall provide [Seller] [the Company] with prompt prior written notice thereofsuch Representative shall, to the extent not prohibited permissible by Applicable Law, provide the Company with prompt written notice of any such requirement so that [Seller and/or] the Company may seek an appropriate a protective order and/oror other appropriate remedy (in each case, in the sole discretion of [Seller or] at the Company, 's expense) and/or waive compliance by Buyer or its applicable Representatives with the applicable provisions of this Agreement. If, in the absence of such a protective order or waiverother remedy or the receipt of a waiver by the Company, Buyer you or any of its your Representatives is nonetheless legally compelled are nonetheless, on the advice of counsel, required by Law to disclose any Evaluation Material Material, you or Discussions Disclosure, then Buyer or such Representatives your Representative may, without liability under this Agreementhereunder, disclose only such that portion of the Evaluation Material or make which such counsel advises is required by Law to be disclosed (and any such disclosure shall be made only to such Discussions Disclosure (as applicable) as persons to whom such counsel advises such information is legally required by Law to be disclosed; ), provided that Buyer agrees to use (and to cause its applicable Representatives to use) you or such Representative exercise commercially reasonable efforts (at the Company's expense) to preserve the confidentiality of the Evaluation Material, including, without limitation, by reasonably cooperating with the Company to obtain assurances an appropriate protective order or other reliable assurance that any such disclosed Evaluation Material and Discussions Disclosure confidential treatment will be afforded confidential treatment accorded the Evaluation Material. Notwithstanding anything to the contrary in this Agreement, you and [Seller] [your Representatives may, without notice to the Company] agrees , disclose Evaluation Material, and need not comply with the preceding provisions set forth in this Section, if such disclosure is made to reimburse Buyer and any a governmental or regulatory agency or authority having jurisdiction over you or such Representatives for the entire amount of the reasonable and documented out-of-pocket expenses incurred Representative in connection with such efforts to have such an examination, proceeding or request that is not specifically directed at the Company, the Evaluation Material or Discussions Disclosure (as applicable) afforded confidential treatmentthis Agreement.