Common use of CONFIDENTIAL NATURE OF AGREEMENT Clause in Contracts

CONFIDENTIAL NATURE OF AGREEMENT. 23.1 This Agreement and all information furnished or obtained pursuant to this Agreement is confidential. Each party hereto agrees to keep confidential this Agreement and all information so furnished to or so obtained by it pursuant to this Agreement and not to disclose the same, in whole or in part, to third parties; provided, however, that a party (the "Disclosing Party") may disclose this Agreement, its contents and any such information: (a) as has become public (other than as a result of disclosure by or on behalf of the Disclosing Party) or has become known to such Disclosing Party other than pursuant to this Agreement and without any breach of any confidentiality obligation being known to such Disclosing Party; and (b) to the independent auditors and attorneys of the Disclosing Party (who shall be advised of the confidential nature of this Agreement and such information); and (c) with respect to technical data or similar information received by Buyer, as such may be used by Buyer for the normal operation, maintenance, overhaul and repair of the Aircraft; and (d) in response to any summons or subpoena or in connection with any litigation, provided that, if practicable and not in violation of any applicable law, rule, regulation or order, notice of such disclosure shall be given to the other party hereto, and (if applicable and not so in violation) in advance of such disclosure, and such other party shall be permitted to resist such disclosure by the appropriate legal proceedings, provided such resistance does not materially adversely affect the Disclosing Party; and (e) to the extent that such Disclosing Party reasonably believes it is required in order to comply with any law, rule, regulation or order applicable to such party, provided that, if practicable and not in violation of any such applicable law, rule, regulation or order, notice of such disclosure shall be given to the other party, and (if practicable and not so in violation) in advance of such disclosure, and such other party shall be permitted (if practicable and not so in violation) to resist or seek confidential treatment of such disclosure and the Disclosing Party shall use all reasonable efforts to cooperate with and assist the other party in resisting or seeking confidential treatment of such disclosure, including undertaking the appropriate proceedings or making the appropriate applications or requests (at the cost of the other party) for such purpose where such other party is not entitled to do so on its own behalf; and (f) as may be reasonably necessary for either party to carry out its obligations or enforce or protect its rights under this Agreement or other agreements related to this Agreement to which it is a party and provided that to the extent practicable such disclosure shall be made under a confidentiality undertaking; and (g) as may be required by financial institutions or arrangers involved with the financing of the Aircraft, which financial institutions or arrangers shall be advised of the confidential nature of this Agreement and such information and shall undertake to keep same confidentially; and (h) as may be reasonably required by XXXX for purposes of analytical or technical product support or improvement or enhancement of customer support services or otherwise in the ordinary course of its aircraft manufacturing, marketing or service business and operations; and (i) as may be required by financial institutions or arrangers engaged in extending or considering extension of credit or other financing to Buyer, which institutions or arrangers shall be advised of the confidential nature of this Agreement and such information, and such disclosure being made under a confidentiality undertaking; and (j) as Buyer may be advised by its counsel is necessary or advisable to be filed with the Securities & Exchange Commission (the "Commission") in connection with any offering of securities by Buyer or as to which the Commission shall have denied a request by Buyer for confidential treatment. Provided that XXXX shall have five (5) business days after receipt of Buyer's proposed redacted version of this Agreement to be submitted to the Commission to submit its comments and recommendations to Buyer, provided that Buyer or its counsel shall notify XXXX prior to filing with the Commission of any decision made on the advice of Buyer's counsel to file any portion of the Agreement which XXXX has proposed to be redacted without seeking confidential treatment from the Commission for such portion which advice and decision shall take into consideration BRAD's request for confidential treatment. 23.2 Without limiting the provisions of Article 23.1(j) with respect to a securities offering by Buyer, in connection with any other filing as part of a reporting requirement of the Commission, the provisions of this Article 23.2 shall apply. Promptly following the execution and delivery hereof, XXXX and Buyer will consult and cooperate reasonably with each other in order to prepare and file a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 covering this Agreement in any filing with the Commission in which this Agreement would be a "material contract" of Buyer required to be filed pursuant to Item 601 of Commission Regulation S-K. In particular, XXXX shall have ten (10) business days after the receipt from Buyer of its proposed redacted version of this Agreement to be submitted to the Commission to provide its comments and recommendation thereon. Buyer shall use commercially reasonable efforts to work with XXXX to agree on a final form of confidentiality request and redacted form of this Agreement and to file and appropriately pursue the same with the Commission as part of any filing in which this Agreement would otherwise be required to be filed with the Commission. XXXX acknowledges that Buyer shall not be in breach of any confidentiality obligation hereunder should all or any portion of such request for confidential treatment not be granted by the Commission. 23.3 Either party may announce the signing of this Agreement by means of a notice to the press provided that the content and date of the notice has been agreed to by the other party.

CONFIDENTIAL NATURE OF AGREEMENT. 23.1 This Agreement and all information furnished or obtained pursuant to this Agreement is confidential (provided that any such information so furnished or obtained in written form is conspicuously designated or marked as confidential). Each party hereto agrees to keep confidential this Agreement and all information so furnished to or so obtained by it pursuant to this Agreement and not to disclose the same, in whole or in part, to third parties; provided, however, that a party (the "Disclosing Party") may disclose this Agreement, its contents and any such information: (a) as has become public (other than as a result of disclosure by or on behalf of the Disclosing Party) or has become known to such Disclosing Party other than pursuant to this Agreement and without any breach of any confidentiality obligation being known to such Disclosing Party; and (b) to the independent auditors and attorneys of the Disclosing Party (who shall be advised of the confidential nature of this Agreement and such information); and (c) with respect to technical data or similar information received by Buyer, as such may be used by Buyer for the normal operation, maintenance, overhaul and repair of the Aircraft; and (d) in response to any summons or subpoena or in connection with any litigation, provided that, if practicable and not in violation of any applicable law, rule, regulation or order, notice of such disclosure shall be given to the other party hereto, and (if applicable and not so in violation) in advance of such disclosure, and such other party shall be permitted to resist such disclosure by the appropriate legal proceedings, provided such resistance does not materially adversely affect the Disclosing Party; and (ed) to the extent that such Disclosing Party reasonably believes it is required in order to comply with any law, rule, regulation or order (including, without limitation, applicable securities laws and regulations) applicable to such party, provided that, if practicable and not in violation of any such applicable law, rule, regulation or order, notice of such disclosure shall be given to the other party, and (if practicable and not so in violation) in advance of such disclosure, and such other party shall be permitted (if practicable and not so in violation) to resist or seek confidential treatment of such disclosure and the Disclosing Party shall use all reasonable efforts to cooperate with and assist the other party in resisting or seeking confidential treatment of such disclosure, including undertaking the appropriate proceedings or making the appropriate applications or requests (at the cost of the other party) for such purpose where such other party is not entitled to do so on its own behalf; and (f) as may be reasonably necessary for either party to carry out its obligations or enforce or protect its rights under this Agreement or other agreements related to this Agreement to which it is a party and provided that to the extent practicable such disclosure shall be made under a confidentiality undertaking; and (g) as may be required by financial institutions or arrangers involved with the financing of the Aircraft, which financial institutions or arrangers shall be advised of the confidential nature of this Agreement and such information and shall undertake to keep same confidentially; and (h) as may be reasonably required by XXXX for purposes of analytical or technical product support or improvement or enhancement of customer support services or otherwise in the ordinary course of its aircraft manufacturing, marketing or service business and operations; and (i) as may be required by financial institutions or arrangers engaged in extending or considering extension of credit or other financing to Buyer, which institutions or arrangers shall be advised of the confidential nature of this Agreement and such information, and such disclosure being made under a confidentiality undertaking; and (j) as Buyer may be advised by its counsel is necessary or advisable to be filed with the Securities & Exchange Commission (the "Commission") in connection with any offering of securities by Buyer or as to which the Commission shall have denied a request by Buyer for confidential treatment. Provided that XXXX shall have five (5) business days after receipt of Buyer's proposed redacted version of this Agreement to be submitted to the Commission to submit its comments and recommendations to Buyer, provided that Buyer or its counsel shall notify XXXX prior to filing with the Commission of any decision made on the advice of Buyer's counsel to file any portion of the Agreement which XXXX has proposed to be redacted without seeking confidential treatment from the Commission for such portion which advice and decision shall take into consideration BRAD's request for confidential treatment. 23.2 Without limiting the provisions of Article 23.1(j) with respect to a securities offering by Buyer, in connection with any other filing as part of a reporting requirement of the Commission, the provisions of this Article 23.2 shall apply. Promptly following the execution and delivery hereof, XXXX and Buyer will consult and cooperate reasonably with each other in order to prepare and file a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 covering this Agreement in any filing with the Commission in which this Agreement would be a "material contract" of Buyer required to be filed pursuant to Item 601 of Commission Regulation S-K. In particular, XXXX shall have ten (10) business days after the receipt from Buyer of its proposed redacted version of this Agreement to be submitted to the Commission to provide its comments and recommendation thereon. Buyer shall use commercially reasonable efforts to work with XXXX to agree on a final form of confidentiality request and redacted form of this Agreement and to file and appropriately pursue the same with the Commission as part of any filing in which this Agreement would otherwise be required to be filed with the Commission. XXXX acknowledges that Buyer shall not be in breach of any confidentiality obligation hereunder should all or any portion of such request for confidential treatment not be granted by the Commission. 23.3 Either party may announce the signing of this Agreement by means of a notice to the press provided that the content and date of the notice has been agreed to by the other party.

CONFIDENTIAL NATURE OF AGREEMENT. 23.1 This Agreement and all information furnished or obtained pursuant to Except as required by law, this Agreement is confidential. Each including any Supplements hereto are confidential between the parties and shall not, without the prior written consent of the other party, be disclosed by either party hereto agrees to keep confidential this Agreement and all information so furnished to or so obtained by it pursuant to this Agreement and not to disclose the same, in whole or in part, part to third parties; provided, however, that a any other person or body except as may be necessary for either party (the "Disclosing Party") may disclose to carry out its obligations under this Agreement, its contents and any such information: (a) as has become public (other than as a result of disclosure by or on behalf of . Nevertheless the Disclosing Party) or has become known parties agree to such Disclosing Party other than pursuant cooperate to keep this Agreement and without any breach of any confidentiality obligation being known to such Disclosing Party; andconfidential. (b) to the independent auditors and attorneys of the Disclosing Party (who shall be advised of the confidential nature of this Agreement and such information); and (c) with respect to technical data or similar information received by Buyer, 23.2 Except as such may be used by Buyer reasonably required for the normal operation, maintenance, overhaul and repair of the Aircraft; and (d) in response to any summons or subpoena or in connection with any litigation, provided that, if practicable and not in violation of any applicable law, rule, regulation or order, notice of such disclosure shall be given to the other party hereto, and (if applicable and not so in violation) in advance of such disclosure, and such other each party shall be permitted to resist such disclosure hold confidential all technical data and information supplied by the appropriate legal proceedings, provided such resistance does not materially adversely affect the Disclosing Party; and (e) to the extent that such Disclosing Party reasonably believes it is required in order to comply with any law, rule, regulation or order applicable to such party, provided that, if practicable and not in violation of any such applicable law, rule, regulation or order, notice of such disclosure shall be given to the other party, and (if practicable and not so in violation) in advance of such disclosure, and such other party shall be permitted (if practicable and not so in violation) to resist or seek confidential treatment of such disclosure and the Disclosing Party shall use all reasonable efforts to cooperate with and assist the other party in resisting or seeking confidential treatment of such disclosure, including undertaking the appropriate proceedings or making the appropriate applications or requests (at the cost on behalf of the other party) for such purpose where such other party is not entitled to do so on its own behalf; and (f) as may be reasonably necessary for either party to carry out its obligations or enforce or protect its rights under this Agreement or other agreements related to this Agreement to which it is a party and provided that to the extent practicable such disclosure shall be made under a confidentiality undertaking; and (g) as may be required by financial institutions or arrangers involved with the financing of the Aircraft, which financial institutions or arrangers shall be advised of the confidential nature of this Agreement and such information and shall undertake to keep same confidentially; and (h) as may be reasonably required by XXXX for purposes of analytical or technical product support or improvement or enhancement of customer support services or otherwise in the ordinary course of its aircraft manufacturing, marketing or service business and operations; and (i) as may be required by financial institutions or arrangers engaged in extending or considering extension of credit or other financing to Buyer, which institutions or arrangers shall be advised of the confidential nature of this Agreement and such information, and such disclosure being made under a confidentiality undertaking; and (j) as Buyer may be advised by its counsel is necessary or advisable to be filed with the Securities & Exchange Commission (the "Commission") in connection with any offering of securities by Buyer or as to which the Commission shall have denied a request by Buyer for confidential treatment. Provided that XXXX shall have five (5) business days after receipt of Buyer's proposed redacted version of this Agreement to be submitted to the Commission to submit its comments and recommendations to Buyer, provided that Buyer or its counsel shall notify XXXX prior to filing with the Commission of any decision made on the advice of Buyer's counsel to file any portion of the Agreement which XXXX has proposed to be redacted without seeking confidential treatment from the Commission for such portion which advice and decision shall take into consideration BRAD's request for confidential treatment. 23.2 Without limiting the provisions of Article 23.1(j) with respect to a securities offering by Buyer, in connection with any other filing as part of a reporting requirement of the Commission, the provisions of this Article 23.2 shall apply. Promptly following the execution and delivery hereof, XXXX and Buyer will consult and cooperate reasonably with each other in order to prepare and file a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 covering this Agreement in any filing with the Commission in which this Agreement would be a "material contract" of Buyer required to be filed pursuant to Item 601 of Commission Regulation S-K. In particular, XXXX shall have ten (10) business days after the receipt from Buyer of its proposed redacted version of this Agreement to be submitted to the Commission to provide its comments and recommendation thereon. Buyer shall use commercially reasonable efforts to work with XXXX to agree on a final form of confidentiality request and redacted form of this Agreement and to file and appropriately pursue not reproduce any technical data or information or divulge the same with the Commission as part to any third party without obtaining a confidentiality agreement in favor of any filing in which this Agreement would otherwise be required and acceptable to be filed with the Commission. XXXX acknowledges that Buyer shall not be in breach of any confidentiality obligation hereunder should all or any portion of such request for confidential treatment not be granted by the CommissionBombardier. 23.3 Either party may announce the signing of this Agreement by means of a notice to the press provided that the content and date of the notice has been agreed to by the other party. 23.4 It is understood by the parties that this Agreement is required to be filed as an exhibit to a registration statement under the Securities Act of 1933, as amended (the "Securities Act"), or a periodic report under the Securities Exchange Act of 1934, as amended ("Exchange Act"). Buyer shall notify Bombardier, by written notice, at [CONFIDENTIAL TREATMENT REQUESTED] prior to the date of such anticipated filing of such determination and the reasons therefor, and shall use its best efforts to work with Bombardier to prepare and file with the Securities and Exchange Commission (the "Commission") a request for confidential treatment pursuant to Rule 24b-2 under the Exchange Act or Rule 406 under the Securities Act, as the case may be, with respect to information in this Agreement, and such other information as Bombardier may reasonably request. Subject to compliance with the foregoing, and notwithstanding the other provisions of this Article, portions of this Agreement or a Supplement hereto may be filed as exhibits to such registration statement or periodic report to the extent required by the Commission and such filing shall not constitute a breach hereof by Buyer. This provision shall survive until the latter of (i) the complete performance by Bxxxx of its obligation hereunder or (ii) [CONFIDENTIAL TREATMENT REQUESTED] from the date hereof.

CONFIDENTIAL NATURE OF AGREEMENT. 23.1 This Agreement and all information furnished or obtained pursuant to this Agreement is confidential (provided that any such information so furnished or obtained in written form is conspicuously designated or marked as confidential). Each party hereto agrees to keep confidential this Agreement and all information so furnished to or so obtained by it pursuant to this Agreement and not to disclose the same, in whole or in part, to third parties; provided, however, that a party (the "Disclosing Party") may disclose this Agreement, its contents and any such information: (a) as has become public (other than as a result of disclosure by or on behalf of the Disclosing Party) or has become known to such Disclosing Party other than pursuant to this Agreement and without any breach of any confidentiality obligation being known to such Disclosing Party; and (b) to the independent auditors and attorneys of the Disclosing Party (who shall be advised of the confidential nature of this Agreement and such information); and (c) with respect to technical data or similar information received by Buyer, as such may be used by Buyer for the normal operation, maintenance, overhaul and repair of the Aircraft; and (d) in response to any summons or subpoena or in connection with any litigation, provided that, if practicable and not in violation of any applicable law, rule, regulation or order, notice of such disclosure shall be given to the other party hereto, and (if applicable and not so in violation) in advance of such disclosure, and such other party shall be permitted to resist such disclosure by the appropriate legal proceedings, provided such resistance does not materially adversely affect the Disclosing Party; and (ed) to the extent that such Disclosing Party reasonably believes it is required in order to comply with any law, rule, regulation or order (including, without limitation, applicable securities laws and regulations) applicable to such party, provided that, if practicable and not in violation of any such applicable law, rule, regulation or order, notice of such disclosure shall be given to the other party, and (if practicable and not so in violation) in advance of such disclosure, and such other party shall be permitted (if practicable and not so in violation) to resist or seek confidential treatment of such disclosure and the Disclosing Party shall use all reasonable efforts to cooperate with and assist the other party in resisting or seeking confidential treatment of such disclosure, including undertaking the appropriate proceedings or making the appropriate applications or requests (at the cost of the other party) for such purpose where such other party is not entitled to do so on its own behalf; and (e) to a prospective assignee who Buyer reasonably believes is an eligible assignee under Article 20 hereof and which prospective assignee has agreed to be bound by the provisions of this paragraph in connection with any contemplated assignment, -44- 45 provided, however, that no such disclosure shall be made pursuant to this clause (e) to any potential assignee which is a Competitor of Bombardier; and (f) as may be reasonably necessary for either party to carry out its obligations or enforce or protect its rights right under this Agreement or other agreements related to this Agreement to which it is a party and provided that to the extent practicable such disclosure shall be made under a confidentiality undertakingparty; and (g) as may be required by financial institutions or arrangers involved with the financing of the Aircraft, which financial institutions or arrangers shall arranger agree in writing to be advised of bound by the confidential nature provisions of this Agreement and such information and shall undertake to keep same confidentiallysection; and (h) as may be reasonably required by XXXX Bombardier for purposes of analytical or technical product support or improvement or enhancement of customer support services or otherwise in the ordinary course of its aircraft manufacturing, marketing or service business and operations; and (i) as may be required by financial institutions or arrangers engaged in extending or considering extension of credit or other financing to Buyer, which institutions or arrangers shall be advised of the confidential nature of this Agreement and such information, and such disclosure being made under a confidentiality undertaking; and (j) as Buyer may be advised by its counsel is necessary or advisable to be filed with the Securities & Exchange Commission (the "Commission") in connection with any offering of securities by Buyer or as to which the Commission shall have denied a request by Buyer for confidential treatment. Provided that XXXX shall have five (5) business days after receipt of Buyer's proposed redacted version of this Agreement to be submitted to the Commission to submit its comments and recommendations to Buyer, provided that Buyer or its counsel shall notify XXXX prior to filing with the Commission of any decision made on the advice of Buyer's counsel to file any portion of the Agreement which XXXX has proposed to be redacted without seeking confidential treatment from the Commission for such portion which advice and decision shall take into consideration BRAD's request for confidential treatment. 23.2 Without limiting the provisions of Article 23.1(j) with respect to a securities offering by Buyer, in connection with any other filing as part of a reporting requirement of the Commission, the provisions of this Article 23.2 shall apply. Promptly following the execution and delivery hereof, XXXX and Buyer will consult and cooperate reasonably with each other in order to prepare and file a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934 covering this Agreement in any filing with the Commission in which this Agreement would be a "material contract" of Buyer required to be filed pursuant to Item 601 of Commission Regulation S-K. In particular, XXXX shall have ten (10) business days after the receipt from Buyer of its proposed redacted version of this Agreement to be submitted to the Commission to provide its comments and recommendation thereon. Buyer shall use commercially reasonable efforts to work with XXXX to agree on a final form of confidentiality request and redacted form of this Agreement and to file and appropriately pursue the same with the Commission as part of any filing in which this Agreement would otherwise be required to be filed with the Commission. XXXX acknowledges that Buyer shall not be in breach of any confidentiality obligation hereunder should all or any portion of such request for confidential treatment not be granted by the Commission. 23.3 Either party may announce the signing of this Agreement by means of a notice to the press provided that the content and date of the notice has been agreed to by the other party.