Common use of Confidentiality; Notices; References Clause in Contracts

Confidentiality; Notices; References. (a) Each of the Collateral Agent and the Secured Parties agree to maintain the confidentiality of the Information (as defined below) except that Information may be disclosed (a) to its and its Affiliates’ directors, officers, employees and agents, including accountants, legal counsel and other advisors, and funding sources on a “need to know” basis (it being understood that the persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential and shall agree to keep such Information confidential), (b) to the extent requested by any regulatory authority, (c) to the extent required by Applicable Law or regulations or by any subpoena or similar legal process, (d) to any other party to this Agreement, (e) in connection with the exercise of any remedies hereunder or any suit, action or proceeding relating to this Agreement or any other Transaction Document or the enforcement of rights hereunder or thereunder, (f) subject to a written agreement containing provisions substantially the same as those of this Section 24, to any permitted assignee of, or any permitted prospective assignee of, any of its rights or obligations under this Agreement, (g) with the prior written consent of the Company or (h) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section 24 or (ii) becomes available to the Collateral Agent or any Noteholder on a non-confidential basis from a source other than the Company. For the avoidance of doubt, the obligations of any Secured Party under this Section 24(a) shall not be abrogated by such Secured Party’s assignment of its Notes under the terms of the Notes. For the purposes of this Section 24, “Information” means all information received from the Company relating to the Company or its business, other than any such information that is available to the Collateral Agent or any Noteholder on a non-confidential basis prior to disclosure by the Company. Any person required to maintain the confidentiality of Information as provided in this Section 24 shall be considered to have complied with its obligation to do so if such person has exercised the same degree of care to maintain the confidentiality of such Information as such person would accord to its own confidential information.

Confidentiality; Notices; References. (a) Each The Collateral Agent may not disclose to any Person any confidential, proprietary or non-public information of any Grantor furnished to the Collateral Agent and by any Grantor, including, without limitation, any information included in the Secured Parties agree schedules or exhibits to maintain this Agreement (such information being referred to collectively herein as the confidentiality of “Company Information”), except that the Collateral Agent may disclose Company Information (as defined below) except that Information may be disclosed (ai) to its and its Affiliatesaffiliates’ directorsmanagers, administrators, partners, employees, trustees, officers, employees and directors, agents, including accountants, legal counsel advisors and other advisorsrepresentatives solely for purposes of this Agreement, any other Second Lien Documents and funding sources on a “need to know” basis the transactions contemplated hereby and thereby (it being understood that the persons Persons to whom such disclosure is made will be informed of the confidential nature of such Company Information and instructed to keep such Company Information confidential and shall agree to keep such Information confidentialon terms substantially no less restrictive than those provided herein), (bii) to the extent requested by any regulatory authorityauthority purporting to have jurisdiction over it, provided that, to the extent permitted by law and practicable under the circumstances, the Collateral Agent shall provide the Company with prompt notice of such requested disclosure so that the Company may seek a protective order prior to the time when the Collateral Agent is required to make such disclosure, (ciii) to the extent required by Applicable Law applicable laws or regulations or by any subpoena or similar legal process, (d) provided that, to any other party the extent permitted by law and practicable under the circumstances, the Collateral Agent shall provide the Company with prompt notice of such requested disclosure so that the Company may seek a protective order prior to this Agreementthe time when the Collateral Agent is required to make such disclosure, (eiv) as necessary in connection with any security interest filings or in connection with the exercise of any remedies hereunder or any suit, action or proceeding relating to this Agreement or any other Transaction Document or the enforcement of rights hereunder or thereunderhereunder, (f) subject to a written agreement containing provisions substantially the same as those of this Section 24, to any permitted assignee of, or any permitted prospective assignee of, any of its rights or obligations under this Agreement, (g) with the prior written consent of the Company or (hv) to the extent such Company Information (iA) is or becomes publicly generally available to the public on a non-confidential basis other than as a result of a breach of this Section 24 23 by the Collateral Agent or by any Second Lien Secured Party, or (iiB) is or becomes legally available to the Collateral Agent or any Noteholder on a non-confidential nonconfidential basis from a source other than a Grantor, provided that the Company. For the avoidance source of doubt, the obligations of any Secured Party under this Section 24(a) shall not be abrogated by such Secured Party’s assignment of its Notes under the terms of the Notes. For the purposes of this Section 24, “Information” means all information received from the Company relating to the Company or its business, other than any such information that is available to was not known by the Collateral Agent to be bound by a confidentiality agreement with or other contractual, legal or fiduciary obligations of confidentiality to a Grantor or any Noteholder on a non-confidential basis prior other party with respect to disclosure by such information, (vi) with the consent of the Company. Any person required , and (vii) to maintain the confidentiality of Information as provided in this Section 24 shall be considered to have complied with its obligation to do so if such person has exercised the same degree of care to maintain the confidentiality of such Information as such person would accord to its own confidential informationany party hereto.

Confidentiality; Notices; References. (a) Each The Collateral Agent may not disclose to any Person any confidential, proprietary or non-public information of any Grantor furnished to the Collateral Agent and by any Grantor, including, without limitation, any information included in the Secured Parties agree schedules or exhibits to maintain this Agreement (such information being referred to collectively herein as the confidentiality of “Company Information”), except that the Collateral Agent may disclose Company Information (as defined below) except that Information may be disclosed (ai) to its and its Affiliatesaffiliates’ directorsmanagers, administrators, partners, employees, trustees, officers, employees and directors, agents, including accountants, legal counsel advisors and other advisorsrepresentatives solely for purposes of this Agreement, any other Second Lien Documents and funding sources on a “need to know” basis the transactions contemplated hereby and thereby (it being understood that the persons Persons to whom such disclosure is made will be informed of the confidential nature of such Company Information and instructed to keep such Company Information confidential and shall agree to keep such Information confidentialon terms substantially no less restrictive than those provided herein), (bii) to the extent requested by any regulatory authorityauthority purporting to have jurisdiction over it, provided that, to the extent permitted by law and practicable under the circumstances, the Collateral Agent shall provide the Company with prompt notice of such requested disclosure so that the Company may seek a protective order prior to the time when the Collateral Agent is required to make such disclosure, (ciii) to the extent required by Applicable Law applicable laws or regulations or by any subpoena or similar legal process, (d) provided that, to any other party the extent permitted by law and practicable under the circumstances, the Collateral Agent shall provide the Company with prompt notice of such requested disclosure so that the Company may seek a protective order prior to this Agreementthe time when the Collateral Agent is required to make such disclosure, (eiv) as necessary in connection with any security interest filings or in connection with the exercise of any remedies hereunder or any suit, action or proceeding relating to this Agreement or any other Transaction Document or the enforcement of rights hereunder or thereunderhereunder, (f) subject to a written agreement containing provisions substantially the same as those of this Section 24, to any permitted assignee of, or any permitted prospective assignee of, any of its rights or obligations under this Agreement, (g) with the prior written consent of the Company or (hv) to the extent such Company Information (iA) is or becomes publicly generally available to the public on a non-confidential basis other than as a result of a breach of this Section 24 23 by the Collateral Agent or by any Second Lien Secured Party, or (iiB) is or becomes legally available to the Collateral Agent or any Noteholder on a non-confidential basis from a source other than a Grantor, provided that the Company. For the avoidance source of doubt, the obligations of any Secured Party under this Section 24(a) shall not be abrogated by such Secured Party’s assignment of its Notes under the terms of the Notes. For the purposes of this Section 24, “Information” means all information received from the Company relating to the Company or its business, other than any such information that is available to was not known by the Collateral Agent to be bound by a confidentiality agreement with or other contractual, legal or fiduciary obligations of confidentiality to a Grantor or any Noteholder on a non-confidential basis prior other party with respect to disclosure by such information, (vi) with the consent of the Company. Any person required , and (vii) to maintain the confidentiality of Information as provided in this Section 24 shall be considered to have complied with its obligation to do so if such person has exercised the same degree of care to maintain the confidentiality of such Information as such person would accord to its own confidential informationany party hereto.

Confidentiality; Notices; References. (a) Each of the Collateral Agent and the Secured Parties agree to maintain the confidentiality of the Information (as defined below) except that Information may be disclosed (a) to its and its Affiliates’ directors, officers, employees and agents, including accountants, legal counsel and other advisors, and funding sources on a “need to know” basis (it being understood that the persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential and shall agree to keep such Information confidential), (b) to the extent requested by any regulatory authority, (c) to the extent required by Applicable Law or regulations or by any subpoena or similar legal process, (d) to any other party to this Agreement, (e) in connection with the exercise of any remedies hereunder or any suit, action or proceeding relating to this Agreement or any other Transaction Document or the enforcement of rights hereunder or thereunder, (f) subject to a written agreement containing provisions substantially the same as those of this Section 2423, to any permitted assignee of, or any permitted prospective assignee of, any of its rights or obligations under this Agreement, (g) with the prior written consent of the Company or (h) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section 24 23 or (ii) becomes available to the Collateral Agent or any Noteholder Holder on a non-confidential basis from a source other than the CompanyCompany (who in the reasonable belief of the Collateral Agent or any Holder is not known to be subject to an agreement regarding confidentiality of such Information. For the avoidance of doubt, the obligations of any Secured Party under this Section 24(a23(a) shall not be abrogated by such Secured Party’s assignment of its Notes under the terms of the Notes. For the purposes of this Section 2423, “Information” means all information received from the Company relating to the Company or its business, other than any such information that is available to the Collateral Agent or any Noteholder Holder on a non-confidential basis prior to disclosure by the Company. Any person required to maintain the confidentiality of Information as provided in this Section 24 shall be considered to have complied with its obligation to do so if such person has exercised the same degree of care to maintain the confidentiality of such Information as such person would accord to its own confidential information.