Disclosure Limitations Sample Clauses

Disclosure Limitations. The Parties agree that they do not desire to receive any Confidential Information from the other Party that is not reasonably necessary or appropriate to the performance of this Agreement or that is not otherwise requested by the other Party. Each Party agrees to use reasonable efforts to avoid disclosures of Confidential Information to the other Party that are not reasonably necessary or appropriate to the performance of this Agreement, and which have not been requested by the other Party.
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Disclosure Limitations. 10.2.1 The employee agrees that her/ his information is available only to the Payroll Department, Director of Human Resources and Principal and they will not disclose information specific to the employee except as required by law, to professional advisors, or ancillary to a grievance or hiring.
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Disclosure Limitations. Employee represents and warrants that he or she (i) will not use or disclose in the performance of Employee’s duties hereunder, trade secrets or confidential information of any third party that he or she may have obtained prior to signing this Agreement, or (ii) is not limited by the terms of any contract or other restrictions(s) from performing any and all duties for Xxxxxx as contemplated by this Agreement.
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Disclosure Limitations. Business Associate agrees to not use or disclose Protected Health Information other than as permitted or required by this BA Agreement or as required by law. All such uses and disclosures shall be subject to the limits set forth in 45 CFR § 164.502(b) regarding the minimum necessary requirements.
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Disclosure Limitations. Notwithstanding anything to the contrary contained in this Agreement or any of the other Loan Documents, neither Borrower nor any of its Affiliates, including, without limitation, FGT, shall be required to provide to Pipeline Funding Company, LLC (or any of its Affiliates), or any other Person (or any of its Affiliates) that is a customer of the FERC-regulated businesses of Borrower or any of its Subsidiaries, including, without limitation, FGT(each such Person, a “Restricted Person”), any information (including, without limitation, any contracts between FGT, on the one hand, and any customers of FGT, on the other hand), to the extent that, in the good faith, reasonable determination of the Borrower and its regulatory counsel, such disclosure would violate any Applicable Law (including, without limitation, the Energy Policy Act of 2005, the Natural Gas Act and FERC orders and regulations, including FERC standards of conduct) (collectively, the "Disclosure Limitations"); provided, MIAMI/4210166.14 however, that to the extent that the disclosure of such information to a Restricted Person would result in a violation of the Disclosure Limitations, in the good faith, reasonable determination of Borrower and its regulatory counsel, Borrower would agree to provide such information to a third party consultant or other designee of the Restricted Person so long as (i) in the good faith, reasonable determination of Borrower and its regulatory counsel, such disclosure would not violate the Disclosure Limitations, and (ii) Borrower receives a confidentiality agreement (reasonably acceptable to Borrower in good faith) executed by such consultant or designee who will receive such information that is the subject of such Disclosure Limitations. If the disclosure to such Restricted Person’s consultant or designee may not be made without violating the Disclosure Limitations, in the good faith, reasonable determination of Borrower and its regulatory counsel, then the Borrower agrees that it will use, or will cause its Subsidiaries to use, as applicable, commercially reasonable efforts to determine an acceptable alternative to achieve the intended objective of the requested disclosure. Notwithstanding anything to the contrary contained in this Agreement or any of the other Loan Documents, Borrower shall not be required to disclose litigation-related information (including information prepared in anticipation of litigation) to the Administrative Agent, the Lenders or any Eligib...
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Disclosure Limitations. 6.1 Neither the Parties nor their counsel will issue any press releases discussing the merits of the Action or tending to embarrass or imply either a litigation victory or an acknowledgment of wrongdoing or liability; provided, however, that nothing in this Agreement shall prohibit or restrict the Parties and/or their counsel from (a) making such disclosures, including public disclosures, as may be required by law, rule, or regulation, including but not limited to filings with the Securities and Exchange Commission on Forms 10-K and 10-Q, (b) making such disclosures as necessary to enforce or comply with the terms of this Agreement, (c) responding to any inquiry or subpoena by, or providing testimony before, the Securities and Exchange Commission, the Public Accounting Oversight Board, the Financial Industry Regulatory Authority, the National Association of Securities Dealers, any self-regulatory agency, or any other governmental or regulatory authority, or (d) making such disclosures, including public disclosures, as may be reasonably necessary to seek Court approval of the settlement and/or the Bar Order.
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Disclosure Limitations. In connection with the Client referrals that each Party makes to the other Party for the purpose of providing Client with Services (the “Purpose”), Disclosing Party may disclose to Recipient, or Recipient may otherwise receive access to, Confidential Information. Recipient shall use the Confidential Information solely for the Purpose and shall not disclose or permit access to Confidential Information other than to its Representatives” who: (a) need to know such Confidential Information for the Purpose; (b) know of the existence and terms of this Agreement; and (c) are bound by no less protective of the Confidential Information than the terms contained herein. Recipient shall safeguard the Confidential Information from unauthorized use, access, or disclosure using at least the degree of care it uses to protect its most sensitive information and no less than a reasonable degree of care. Recipient shall promptly notify Disclosing Party of any unauthorized use or disclosure of Confidential Information and take all reasonable steps to prevent further use or disclosure. Recipient will be responsible for any breach of this Agreement caused by its Representatives. Nothing contained herein may prohibit any disclosure permitted by a Client or required by law, including, but not limited to, disclosure for purposes of monitoring, audit, oversight, or evaluation of this Agreement.
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Related to Disclosure Limitations

  • No Limitations (a) Except for termination of a Guarantor’s obligations hereunder as expressly provided in Section 4.13, the obligations of each Guarantor hereunder shall not be subject to any reduction, limitation, impairment or termination for any reason, including any claim of waiver, release, surrender, alteration or compromise, and shall not be subject to any defense or set-off, counterclaim, recoupment or termination whatsoever by reason of the invalidity, illegality or unenforceability of the Obligations, or otherwise. Without limiting the generality of the foregoing, the obligations of each Guarantor hereunder shall not be discharged or impaired or otherwise affected by (i) the failure of the Administrative Agent or any other Secured Party to assert any claim or demand or to enforce any right or remedy under the provisions of any Loan Document or otherwise; (ii) any rescission, waiver, amendment or modification of, or any release from any of the terms or provisions of, any Loan Document or any other agreement, including with respect to any other Guarantor under this Agreement; (iii) the release of any security held by the Collateral Agent or any other Secured Party for the Obligations; (iv) any default, failure or delay, willful or otherwise, in the performance of the Obligations; or (v) any other act or omission that may or might in any manner or to any extent vary the risk of any Guarantor or otherwise operate as a discharge of any Guarantor as a matter of law or equity (other than the indefeasible payment in full in cash of all the Obligations). Each Guarantor expressly authorizes the Secured Parties to take and hold security for the payment and performance of the Obligations, to exchange, waive or release any or all such security (with or without consideration), to enforce or apply such security and direct the order and manner of any sale thereof in their sole discretion or to release or substitute any one or more other guarantors or obligors upon or in respect of the Obligations, all without affecting the obligations of any Guarantor hereunder.

  • Certain Limitations The indemnification provided for in Section 8.02 and Section 8.03 shall be subject to the following limitations:

  • EXCLUSIONS AND LIMITATIONS The aforementioned “Limited Warranty” does not apply to any Products which have been subjected to

  • Exceptions to Limitations These limitations of liability do not apply to breaches of confidentiality obligations, violations of a party’s Intellectual Property Rights by the other party, indemnification obligations, or Customer's payment obligations.

  • Disclosure; 10b-5 The Registration Statement (and any further documents to be filed with the Commission) contains all exhibits and schedules as required by the Securities Act. Each of the Registration Statement and any post-effective amendment thereto, if any, at the time it became effective, complied in all material respects with the Securities Act and the Exchange Act and the applicable rules and regulations under the Securities Act and did not and, as amended or supplemented, if applicable, will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. The Prospectus and the Prospectus Supplement, each as of its respective date, comply in all material respects with the Securities Act and the Exchange Act and the applicable rules and regulations. Each of the Prospectus and the Prospectus Supplement, as amended or supplemented, did not and will not contain as of the date thereof any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading. The SEC Reports, when they were filed with the Commission, conformed in all material respects to the requirements of the Exchange Act and the applicable rules and regulations, and none of such documents, when they were filed with the Commission, contained any untrue statement of a material fact or omitted to state a material fact necessary to make the statements therein (with respect to the SEC Reports incorporated by reference in the Prospectus or Prospectus Supplement), in light of the circumstances under which they were made not misleading; and any further documents so filed and incorporated by reference in the Prospectus or Prospectus Supplement, when such documents are filed with the Commission, will conform in all material respects to the requirements of the Exchange Act and the applicable rules and regulations, as applicable, and will not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made not misleading. No post-effective amendment to the Registration Statement reflecting any facts or events arising after the date thereof which represent, individually or in the aggregate, a fundamental change in the information set forth therein is required to be filed with the Commission. There are no documents required to be filed with the Commission in connection with the transaction contemplated hereby that (x) have not been filed as required pursuant to the Securities Act or (y) will not be filed within the requisite time period. There are no contracts or other documents required to be described in the Prospectus or Prospectus Supplement, or to be filed as exhibits or schedules to the Registration Statement, which have not been described or filed as required. The press releases disseminated by the Company during the twelve months preceding the date of this Agreement taken as a whole do not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made and when made, not misleading.

  • Disclosure Letters (a) Prior to the execution and delivery of this Agreement, each party has delivered to the other party a letter (its “Disclosure Letter”) setting forth, among other things, items the disclosure of which is necessary or appropriate either in response to an express disclosure requirement contained in a provision hereof or as an exception to one or more of such party’s representations or warranties contained in Section 3.3 or to one or more of its covenants or agreements contained in Articles 4 or 5; provided, that (i) no such item is required to be set forth in a party’s Disclosure Letter as an exception to any representation or warranty of such party if its absence would not result in the related representation or warranty being deemed untrue or incorrect under the standard established by Section 3.2, and (ii) the mere inclusion of an item in a party’s Disclosure Letter as an exception to a representation or warranty shall not be deemed an admission by that party that such item represents a material exception or fact, event or circumstance or that such item is reasonably likely to result in a Material Adverse Effect (as defined herein) with respect to such party.

  • Disclosure Schedule The Company has delivered the Disclosure Schedule and, if applicable, the Disclosure Update to Treasury and the information contained in the Disclosure Schedule, as modified by the information contained in the Disclosure Update, if applicable, is true, complete and correct.

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