Disclosure Required by Applicable Laws Sample Clauses

Disclosure Required by Applicable Laws. (i) In the event the recipient Party is required to disclose Confidential Information of the other Party by Applicable Laws, including to comply with any order of any court or governmental or regulatory authority, such disclosure shall not be a breach of this Agreement; provided that the recipient Party (i) informs the other Party as soon as reasonably practicable of the required disclosure, (ii) limits the disclosure to that reasonably required for the legal purpose and seeks protective treatment as available under Applicable Laws, and (iii) at the other Party’s request and expense, reasonably assists in its attempt to intervene to directly limit or protect the disclosure of its Confidential Information. (ii) In the event a Party seeks to make a disclosure of this Agreement or any terms hereof to a government or regulatory authority as required by United States SEC regulations or other Applicable Laws applying to securities or by the rules of any recognized stock exchange or quotation system, the other Party shall reasonably cooperate with respect to the timing, form and content of such required disclosure to the extent practicable under the circumstances, and, if so requested by it, the Party subject to such disclosure obligation shall use commercially reasonable efforts to obtain an order protecting to the maximum extent possible the confidentiality of such provisions of this Agreement as reasonably requested by the other Party. If the other Party does not provide consent as to the form or content of the required disclosure, such disclosure shall be limited to the minimum required, as reasonably determined by the disclosing Party in consultation with its legal counsel.
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Disclosure Required by Applicable Laws. (a) The consent required by Section 16.2(a) shall not apply to a disclosure of Business Information in any manner (including a press release) by a Member or any of its Affiliates where the Member so disclosing reasonably believes in good faith and upon the advice of counsel that such disclosure is required by Applicable Laws or any Governmental Authority (a "Required Disclosure"). (b) Any Member that intends to make a Required Disclosure shall (to the extent permitted by Applicable Laws) provide the other Members with the full written text of the proposed Required Disclosure promptly, but in any event at least two Business Days before its first disclosure or publication, unless pursuant to Applicable Laws such Required Disclosure must be made within a shorter period, in which case the Member intending to make such Required Disclosure shall provide the full written text of the proposed Required Disclosure to the other Members for as long a period as is practicable in advance of its first disclosure or publication. (c) The Member making the Required Disclosure shall consider in good faith all reasonable amendments to the Required Disclosure as may be proposed by the other Members. (d) For the avoidance of doubt, nothing in this Section 16.3 shall prevent any of the Members or their respective Affiliates from complying in good faith with obligations under Applicable Laws, or the rules or policies of any Recognized Exchange on which such Member's or its Affiliate's securities are or may become listed or the rules of any securities commission to which such Member or its Affiliates are, from time to time, subject.
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Disclosure Required by Applicable Laws. The consent required by section 20.2(1) shall not apply to a disclosure of Business Information or Group Information in any manner (including a press release) by a member of a Participating Group or any of its Affiliates which reasonably believes in good faith that such disclosure is required by Applicable Laws, including Applicable Securities Laws, or any Governmental Authority (each, a “Required Disclosure”).
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Related to Disclosure Required by Applicable Laws

  • Disclosure Required by Law The Receiving Party may disclose Confidential Information to the extent required by court or administrative order or law, provided that the Receiving Party provides advance notice thereof (to the extent practicable) and reasonable assistance, at the Disclosing Party’s cost, to enable the Disclosing Party to seek a protective order or otherwise prevent or limit such disclosure.

  • Disclosure Requirement In connection with an Assumption of an assumable Mortgage Loan, the Servicer shall make all disclosures required by applicable law.

  • Disclosure Requirements (a) The Estate Agent or Salesperson *has / does not have(1) (11) a conflict or potential conflict of interest in acting for the Tenant. If the Estate Agent or Salesperson has a conflict or potential conflict of interest, the details are as follows: (b) If the Estate Agent or Salesperson has declared that there is no conflict or potential conflict of interest but a conflict or potential conflict of interest only arises (or he becomes aware of the conflict or potential conflict of interest) after the execution of this Agreement, the conflict or potential conflict of interest must be immediately disclosed in writing to the Tenant. Upon such disclosure, the Estate Agent and Salesperson may continue to act for the Tenant only if the Tenant, being fully informed, consents in writing to the Estate Agent and Salesperson continuing to act for him.

  • Purchase Permitted by Applicable Laws The purchase of and payment for the Notes to be purchased by such Purchaser on the terms and conditions herein provided (including the use of the proceeds of such Notes by the Company) shall not violate any applicable law or governmental regulation (including, without limitation, Section 5 of the Securities Act or Regulation T, U or X of the Board of Governors of the Federal Reserve System) and shall not subject such Purchaser to any tax, penalty, liability or other onerous condition under or pursuant to any applicable law or governmental regulation, and such Purchaser shall have received such certificates or other evidence as it may request to establish compliance with this condition.

  • Purchase Permitted By Applicable Law, Etc On the date of the Closing such Purchaser’s purchase of Notes shall (a) be permitted by the laws and regulations of each jurisdiction to which such Purchaser is subject, without recourse to provisions (such as section 1405(a)(8) of the New York Insurance Law) permitting limited investments by insurance companies without restriction as to the character of the particular investment, (b) not violate any applicable law or regulation (including, without limitation, Regulation T, U or X of the Board of Governors of the Federal Reserve System) and (c) not subject such Purchaser to any tax, penalty or liability under or pursuant to any applicable law or regulation, which law or regulation was not in effect on the date hereof. If requested by such Purchaser, such Purchaser shall have received an Officer’s Certificate certifying as to such matters of fact as such Purchaser may reasonably specify to enable such Purchaser to determine whether such purchase is so permitted.

  • Compliance with Applicable Laws and Regulations (a) To the best of Borrower’s knowledge after due inquiry and investigation, each of the following is true: (i) All Improvements and the use of the Mortgaged Property comply with all applicable statutes, rules and regulations, including all applicable statutes, rules and regulations pertaining to requirements for equal opportunity, anti-discrimination, fair housing, environmental protection, zoning and land use (“legal, non-conforming” status with respect to uses or structures will be considered to comply with zoning and land use requirements for the purposes of this representation). (ii) The Improvements comply with applicable health, fire, and building codes. (iii) There is no evidence of any illegal activities relating to controlled substances on the Mortgaged Property. (b) Reserved.

  • COMPLIANCE WITH LAWS, STATUTES, REGULATIONS a) During the term of this Master Contract the CONTRACTOR and the LEA shall comply with all applicable federal and state laws and regulations relating to the provision of special education and related services, and facilities for individuals with exceptional needs. b) CONTRACTOR shall also comply with all applicable policies pursuant to the Local Plan, unless, taking into consideration all of the surrounding facts and circumstances, a policy or policies or a portion of a policy does not reasonably apply to CONTRACTOR. c) CONTRACTOR hereby acknowledges and agrees that it accepts all risks and responsibilities for its failure to comply with applicable LEA policies and shall indemnify LEA under the provisions of section 16 of this Master Contract for all liability, loss, damage and expense (including reasonable attorneys’ fees) resulting from or arising out of CONTRACTOR’s failure to comply with LEA policies. d) The CONTRACTOR shall comply with those policies, relating to among other things, the provision of special education and/or related services, facilities for individuals with exceptional needs, LEA pupil enrollment and transfer, LEA student inactive status, corporal punishment, student discipline, and positive behavior interventions.

  • Disclosures Required by Law (a) Subject to clause 15.3(b), the receiving party may disclose Confidential Information that the receiving party is required to disclose: (i) by law or by order of any court or tribunal of competent jurisdiction; or (ii) by any Government Agency, stock exchange or other regulatory body. (b) If the receiving party is required to make a disclosure under clause 15.3(a), the receiving party must: (i) to the extent possible, notify the disclosing party immediately it anticipates that it may be required to disclose any of the Confidential Information; (ii) consult with and follow any reasonable directions from the disclosing party to minimise disclosure; and (iii) if disclosure cannot be avoided: (A) only disclose Confidential Information to the extent necessary to comply; and (B) use reasonable efforts to ensure that any Confidential Information disclosed is kept confidential.

  • Compliance with all Applicable Laws and Regulations Grantee must comply with all applicable federal, state and local laws, rules, regulations, and ordinances in administering CRF under this Agreement. Grantee acknowledges that this requirement includes, but is not limited to, compliance with all applicable federal, state, and local health and safety rules and regulations. Grantee’s failure to comply with any part of this provision is material and must be grounds for termination of this Agreement for cause by Florida Housing.

  • Compliance with Applicable Laws, Rules and Regulations The Dealer Manager represents to the Company that (a) it is a member of FINRA in good standing, and (b) it and its employees and representatives who will perform services hereunder have all required licenses and registrations to act under this Agreement. With respect to its participation and the participation by each Participating Dealer in the offer and sale of the Offered Shares (including, without limitation, any resales and transfers of Offered Shares), the Dealer Manager agrees, and, by virtue of entering into the Participating Dealer Agreement, each Participating Dealer shall have agreed, to comply with any applicable requirements of the Securities Act and the Exchange Act, applicable state securities or blue sky laws, and, specifically including, but not in any way limited to, NASD Conduct Rules 2340 and 2420, and FINRA Conduct Rules 2310, 5130 and 5141.

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