Common use of Covenants of Class B Purchasers Clause in Contracts

Covenants of Class B Purchasers. Each Agent, the Facility Agent and each Class B Purchaser, severally and with respect to itself only, covenants and agrees that any information obtained by such Agent, the Facility Agent or such Class B Purchaser pursuant to this Agreement shall be held in confidence (it being understood that documents provided to an Agent hereunder may in all cases be distributed by such Agent or the Facility Agent to the Class B Purchasers), except that such Agent, the Facility Agent or such Class B Purchaser may disclose such information (i) to its officers, directors, employees, agents, counsel, accountants, auditors, advisors or representatives, (ii) to the extent such information has become available to the public other than as a result of a disclosure by or through such Agent, the Facility Agent or such Class B Purchaser, (iii) to the extent such information was available to such Agent, the Facility Agent or such Class B Purchaser on a nonconfidential basis prior to its disclosure to such Agent, the Facility Agent or such Class B Purchaser hereunder, (iv) with the consent of the Transferor, (v) to the extent permitted by Section 8.1, (vi) to the extent such Agent, the Facility Agent or such Class B Purchaser should be (A) required in connection with any legal or regulatory proceeding or (B) requested by any Governmental Authority to disclose such information or (vii) in the case of any Class B Purchaser that is a Conduit Purchaser, to placement agents and providers of liquidity and credit support who agree to hold such information in confidence and to rating agencies; provided, that, in the case of clause (vi) above, such Agent, the Facility Agent or such Class B Purchaser, as applicable, will use all reasonable efforts to maintain confidentiality and, in the case of clause (vi)(A) above, will (unless otherwise prohibited by law) notify the Transferor of its intention to make any such disclosure prior to making any such disclosure.

Appears in 1 contract

Samples: Certificate Purchase Agreement (Stage Stores Inc)

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Covenants of Class B Purchasers. Each Agent, the Facility The Agent and each Class B Purchaser, severally and with respect to itself only, Purchaser covenants and agrees that any information obtained by such Agent, the Facility Agent or such Class B Purchaser pursuant to this Agreement shall be held in confidence (it being understood that documents provided to an the Agent hereunder may in all cases be distributed by such Agent or the Facility Agent to the Class B Purchasers), ) except that such Agent, the Facility Agent or such Class B Purchaser may disclose such information (i) to its officers, directors, employees, agents, counsel, accountants, auditors, advisors or representatives, (ii) to the extent such information has become available to the public other than as a result of a disclosure by or through such Agent, the Facility Agent or such Class B Purchaser, (iii) to the extent such information was available to such Agent, the Facility Agent or such Class B Purchaser on a nonconfidential basis prior to its disclosure to such Agent, the Facility Agent or such Class B Purchaser hereunder, (iv) with the consent of the Transferor, (v) to the extent permitted by Section 8.1, (vi) to the extent such Agent, the Facility Agent or such Class B Purchaser should be (A) required in connection with any legal or regulatory proceeding or (B) requested by any Governmental Authority to disclose such information or (vii) in the case of any Class B Purchaser that is a Conduit PurchaserStructured Lender, to rating agencies, placement agents and providers of liquidity and credit support who agree to hold such information in confidence and to rating agenciesconfidence; providedPROVIDED, that, in the case of clause (vi) above, such Agent, the Facility Agent or such Class B Purchaser, as applicable, will use all reasonable efforts to maintain confidentiality and, in the case of clause (vi)(A) above, will (unless otherwise prohibited by law) notify the Transferor of its intention to make any such disclosure prior to making any such disclosure.

Appears in 1 contract

Samples: Certificate Purchase Agreement (Federated Department Stores Inc /De/)

Covenants of Class B Purchasers. Each Agent, the Facility The Agent and each Class B Purchaser, severally and with respect to itself only, Purchaser covenants and agrees that any information obtained by such Agent, the Facility Agent or such Class B Purchaser pursuant to this Agreement shall be held in confidence (it being understood that documents provided to an the Agent hereunder may in all cases be distributed by such Agent or the Facility Agent to the Class B Purchasers), ) except that such Agent, the Facility Agent or such Class B Purchaser may disclose such information (i) to its officers, directors, employees, agents, counsel, accountants, auditors, advisors or representatives, (ii) to the extent such information has become available to the public other than as a result of a disclosure by or through such Agent, the Facility Agent or such Class B Purchaser, (iii) to the extent such information was available to such Agent, the Facility Agent or such Class B Purchaser on a nonconfidential basis prior to its disclosure to such Agent, the Facility Agent or such Class B Purchaser hereunder, (iv) with the consent of the Transferor, (v) to the extent permitted by Section 8.1, (vi) to the extent such Agent, the Facility Agent or such Class B Purchaser should be (A) required in connection with any legal or regulatory proceeding or (B) requested by any Governmental Authority to disclose such information or (vii) in the case of any Class B Purchaser that is a Conduit PurchaserStructured Lender, to rating agencies, placement agents and providers of liquidity and credit support who agree to hold such information in confidence and to rating agenciesconfidence; provided, that, in the case of clause (vi) above, such Agent, the Facility Agent or such Class B Purchaser, as applicable, will use all reasonable efforts to maintain confidentiality and, in the case of clause (vi)(A) above, will (unless otherwise prohibited by law) notify the Transferor of its intention to make any such disclosure prior to making any such disclosure.

Appears in 1 contract

Samples: Class B Certificate Purchase Agreement (Federated Department Stores Inc /De/)

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Covenants of Class B Purchasers. Each The Class B Agent, the Facility Agent and each Class B Purchaser, severally and with respect to itself only, covenants and agrees that any information obtained by such the Class B Agent, the Facility Agent or such Class B Purchaser pursuant to this Agreement shall be held in confidence (it being understood that documents provided to an the Class B Agent hereunder may in all cases be distributed by such the Class B Agent or the Facility Agent to the Class B Purchasers), ) except that such the Class B Agent, the Facility Agent or such Class B Purchaser may disclose such information (i) to its officers, directors, employees, agents, counsel, accountants, auditors, advisors or representatives, (ii) to the extent such information has become available to the public other than as a result of a disclosure by or through such the Class B Agent, the Facility Agent or such Class B Purchaser, (iii) to the extent such information was available to such the Class B Agent, the Facility Agent or such Class B Purchaser on a nonconfidential basis prior to its disclosure to such the Class B Agent, the Facility Agent or such Class B Purchaser hereunder, (iv) with the consent of the Transferor, (v) to the extent permitted by Section 8.1, (vi) to the extent such the Class B Agent, the Facility Agent or such Class B Purchaser should be (A) required in connection with any legal or regulatory proceeding or (B) requested by any Governmental Authority to disclose such information or (vii) in the case of any Class B Purchaser that is a Conduit Structured Purchaser, to rating agencies, placement agents and providers of liquidity and credit support who agree to hold such information in confidence and to rating agenciesconfidence; providedPROVIDED, that, in the case of clause (vi) above, such the Class B Agent, the Facility Agent or such Class B Purchaser, as applicable, will use all reasonable efforts to maintain confidentiality and, in the case of clause (vi)(A) above, will (unless otherwise prohibited by law) notify the Transferor of its intention to make any such disclosure prior to making any such disclosure.

Appears in 1 contract

Samples: Certificate Purchase Agreement (Stage Stores Inc)

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