Disclosure of Evaluation Material. Except as set forth on Section 3(aa) of the Disclosure Schedule, with respect to the Target Business, Seller has not disclosed any Evaluation Material (i) since December 31, 2006, outside the Ordinary Course of Business (other than to any prospective buyer of the Target Business) and (ii) since July 26, 2007, to any prospective buyer of the Target Business (other than Buyer, its Affiliates or its representatives).
Disclosure of Evaluation Material. In the event that a Party is requested in any legal or administrative proceeding to disclose any Evaluation Material, it will give the other Party prompt notice of such request so that the notified Party may, at its expense, seek an appropriate protective order. If in the absence of a protective order a Party is compelled to disclose Evaluation Material, it may disclose such information without liability. Upon Provider’s request and at Provider’s expense, the Recipient shall use its commercially reasonable efforts to obtain assurances that confidential treatment will be accorded to such information.
Disclosure of Evaluation Material. In the event that you or any of your Representatives is requested or required by a governmental or regulatory body (including stock exchanges or self-regulatory organizations) (by interrogatories, requests for information, subpoena or other documents or requests) to disclose any Evaluation Material, you shall provide the Company with prompt written notice (to the extent reasonably practicable and permitted by law, regulation or professional standard) of such request or requirement so that the Company may seek (at the Company’s sole expense) an appropriate protective order and/or, in its sole discretion, waive compliance by you or your Representatives with the applicable provisions of this Agreement. If, in the absence of such a protective order or waiver, you or any of your Representatives are nonetheless legally compelled or requested to disclose any Evaluation Material, then you or such Representative may disclose only such portion of the Evaluation Material as is legally required or requested to be disclosed without liability under this Agreement so long as you use commercially reasonable efforts to obtain assurances that such disclosed Evaluation Material will be afforded confidential treatment and to preserve the confidentiality of the remainder of the Evaluation Material. We will assume all reasonable costs associated with any such disclosure of Evaluation Materials that you are legally required or requested to make. Notwithstanding anything herein to the contrary, Evaluation Material may be disclosed by you and your Representatives when pursuant to an ordinary course examination by a regulator, bank examiner or self-regulatory organization not specifically directed at the Company, the Transaction or the Evaluation Material.
Disclosure of Evaluation Material. The parties agree that, without the prior written consent of the other party, neither party nor its respective Representatives will disclose to any other person the fact that the Evaluation Material has been made available, that discussions or negotiations are taking place concerning the proposed transaction between the Disclosing Party and Receiving Party or any of the terms, conditions or other facts with respect thereto (including the status thereof), unless such party has received a written opinion of counsel that such disclosure is required under applicable law or any applicable listing agreement. The term "person" as used in this Agreement shall be broadly interpreted to include the media and any corporation, partnership, group, individual or other entity. The proposed transaction by Disclosing Party is also agreed to be kept confidential unless and until the Disclosing Party indicates otherwise. Receiving Party agrees not to contact customers, vendors, contractors or personnel of the Disclosing Party without the prior written permission of the Disclosing Party.
Disclosure of Evaluation Material. In the event that Recipient or its Representatives are requested or required by law, regulation , rule, order or in any legal or administrative proceeding to disclose any Evaluation Material, unless prohibited from doing so by applicable law, it will give Provider prompt notice of such request so that Provider may, at its expense, seek an appropriate protective order. If, in the absence of a protective order, Recipient is compelled to disclose any Evaluation Material, it may disclose such information without liability. Upon Provider’s request and at Provider’s expense, Recipient shall use its commercially reasonable efforts to seek to obtain assurances that confidential treatment will be accorded to such information so disclosed. Notwithstanding the foregoing, no obligation of Recipient or its Representatives in this paragraph will be applicable in the event of a routine regulatory inspection or audit that is not specific to the Evaluation Material, the Transaction or Recipient.
