Common use of Confidentiality Notification Clause in Contracts

Confidentiality Notification. If checked, Seller has waived its right to notification in accordance with Section 10.7(b). Neither Party shall disclose the non-public terms or conditions of this Agreement to a third party, other than as follows: to the Party’s Affiliates, the Party’s or its Affiliates’ respective employees, lenders, investors, counsel, accountants or advisors who have a need to know such information and have agreed to keep such terms confidential, for disclosure to Buyer’s Procurement Review Group, as defined in CPUC Decision D. 00-00-000, subject to a confidentiality agreement, to the CPUC under seal for purposes of review, for disclosure of those certain terms specified in and pursuant to Section 10.8 of this Agreement; in order to comply with any applicable Law, regulation, or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the disclosing Party (“Disclosing Party”), other than to those entities set forth in subsection (vi); or in order to comply with any applicable regulation, rule, or order of the CPUC, CEC, or the FERC. If a Party is required to disclose confidential information in order to satisfy an obligation pursuant to subsection (a)(v) above (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts: (i) to notify the other Party prior to disclosing the confidential information and (ii) prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party shall not be: (y) prohibited from complying with a Disclosure Order or (z) liable to the other Party for monetary or other damages incurred in connection with the disclosure of the confidential information. Except as provided in the preceding sentence, the Parties shall be entitled to all remedies available at Law or in equity to enforce, or seek relief in connection with, this confidentiality obligation. The Parties agree that the confidentiality provisions under this Section 10.7 are separate from, and shall not impair or modify any other confidentiality agreements that may be in place between the Parties or their Affiliates; provided however, that the confidentiality provisions of this Section 10.7 shall govern confidential treatment of all information exchanged between the Parties as of and after the Effective Date.