Common use of Confidentiality Undertaking Clause in Contracts

Confidentiality Undertaking. You undertake: (A) to keep the Confidential Information confidential and not to disclose it to anyone except as provided for by paragraph 2 below and to ensure that the Confidential Information is protected with security measures with a degree of care not less than that which you would apply to your own confidential information; (B) to keep confidential and not disclose to anyone except as provided for by paragraph 2 below the fact that the Confidential Information has been made available or that discussions or negotiations are taking place or have taken place between us; (C) to use the Confidential Information only for the Permitted Purpose; (D) to ensure that any person to whom you pass any Confidential Information in accordance with paragraph 2 (unless disclosed under paragraph 2(B) below) acknowledges and complies with the provisions of this letter as if that person were also a party to it; and (E) not to make enquiries in relation to the Confidential Information of any other person, whether a third party or any member of the Group or any of their officers, directors, employees or professional advisers, save for such officers, directors, employees or professional advisers as may be expressly nominated by us for this purpose, provided that this paragraph shall not prevent or restrict you from conducting and completing all necessary and appropriate due diligence in accordance with your normal credit and underwriting approval processes and as required to be performed in order to obtain any requisite credit or underwriting approvals in relation to your possible participation in the Facility.

Appears in 6 contracts

Samples: Loan Agreement (Kosmos Energy Ltd.), Amendment and Restatement Agreement (Kosmos Energy Ltd.), Multicurrency Revolving Letter of Credit Facility Agreement (Kosmos Energy Ltd.)

AutoNDA by SimpleDocs

Confidentiality Undertaking. You undertake: (Ai) to keep the Confidential Information confidential and not to disclose it to anyone except as provided for by paragraph 2 (b) below and to ensure that the Confidential Information is protected with security measures with and a degree of care not less than that which you would apply to your own confidential information; (Bii) to keep confidential and not disclose to anyone except as provided for permitted by paragraph 2 (b) below the fact that the Confidential Information has been made available or that discussions or negotiations are taking place or have taken place between usus in connection with the Facilities; (Ciii) to use the Confidential Information only for the Permitted Purpose; (Div) to use all reasonable endeavours to ensure that any person to whom you pass any Confidential Information in accordance with paragraph 2 (unless disclosed under paragraph 2(B(b)(ii) below) acknowledges and complies with the provisions of this letter as if that person were also a party to it; and (Ev) not to make enquiries in relation to of the Confidential Information Target or any of any other person, whether a third party its Subsidiaries or any member of the Group or any related entity or any of their officers, directors, employees or professional advisersadvisers relating directly or indirectly to the Facilities, save for such officers, directors, employees or professional advisers as may be expressly nominated by us the Companies for this purpose, provided that this paragraph shall not prevent or restrict you from conducting and completing all necessary and appropriate due diligence in accordance with your normal credit and underwriting approval processes and as required to be performed in order to obtain any requisite credit or underwriting approvals in relation to your possible participation in the Facility.

Appears in 1 contract

Samples: Multicurrency Term and Revolving Facilities and Subscription Agreement (BHP Billiton LTD)

Confidentiality Undertaking. You undertake: (Aa) to keep the Confidential Information confidential and not to disclose it to anyone except as provided for by paragraph 2 (Permitted Disclosure) below and to ensure that the Confidential Information is protected with security measures with and a degree of care not less than that which you would apply to your own confidential information; (Bb) to keep confidential and not disclose to anyone except as provided for by paragraph 2 below the fact that the Confidential Information has been made available or that discussions or negotiations are taking place or have taken place between usus in connection with the Facilities and/or the Transaction except as provided for by paragraph 2 (Permitted Disclosure) below; (Cc) to use the Confidential Information only for the Permitted Purpose; (Dd) to use all reasonable endeavours to ensure that any person to whom you pass any Confidential Information in accordance with paragraph 2 (unless disclosed under paragraph 2(B2(b) (Permitted Disclosure) below) acknowledges and complies with the provisions of this letter as if that person were also a party to itit and you undertake to be responsible for any breach of this agreement by such person provided that you will not be liable for breach of this agreement by a person where such person has entered into a confidentiality undertaking in substantially the same form as this agreement; and (Ee) not to make enquiries in relation to the Confidential Information of any other person, whether a third party or any member of the Group or any of their officers, directors, employees or professional advisers, save for such officers, directors, employees advisers relating directly or professional advisers as may be expressly nominated by us for this purpose, provided that this paragraph shall not prevent or restrict you from conducting and completing all necessary and appropriate due diligence in accordance with your normal credit and underwriting approval processes and as required indirectly to be performed in order to obtain any requisite credit or underwriting approvals in relation to your possible participation in the FacilityFacilities and/or the Transaction.

Appears in 1 contract

Samples: Senior Facilities Agreement (Toys R Us Inc)

AutoNDA by SimpleDocs

Confidentiality Undertaking. You undertake: (A) to keep the Confidential Information confidential and not to disclose it to anyone except as provided for by paragraph 2 below and to ensure that the Confidential Information is protected with security measures with a degree of care not less than that which you would apply to your own confidential information; (B) to keep confidential and not disclose to anyone except as provided for by paragraph 2 below the fact that the Confidential Information has been made available or that discussions or negotiations are taking place or have taken place between us; (C) to use the Confidential Information only for the Permitted Purpose; (D) to ensure that any person to whom you pass any Confidential Information in accordance with paragraph 2 (unless disclosed under paragraph 2(B) below) acknowledges and complies with the provisions of this letter as if that person were also a party to it; and (E) not to make enquiries in relation to the Confidential Information of any other person, whether a third party or any member of the Group or any of their officers, directors, employees or professional advisers, save for such officers, directors, employees or professional advisers as may be expressly nominated by us for this purpose, provided that this paragraph shall not prevent or restrict 191 you from conducting and completing all necessary and appropriate due diligence in accordance with your normal credit and underwriting approval processes and as required to be performed in order to obtain any requisite credit or underwriting approvals in relation to your possible participation in the Facility.

Appears in 1 contract

Samples: Revolving Credit Facility Agreement (Kosmos Energy Ltd.)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!