Common use of Disclosure to Representatives Clause in Contracts

Disclosure to Representatives. Notwithstanding the provisions of Section 6 herein, the Parties may disclose Confidential Information to their Third-Party Representatives who have a legitimate need to know or use such Confidential Information for the purposes of providing Services in accordance with the UBP and UBP DERS, provided that each such Third-Party Representative first: (A) is advised by the disclosing Party of the sensitive and confidential nature of such Confidential Information; (B) agrees to comply with the provisions of this Agreement, provided that with respect to Third-Party Representatives and this subsection (B), such Third-Party Representatives must agree in writing to be bound by and observe the provisions of this Agreement as though such Third- Party Representatives were a Party/ESE; and (C) signs the Third-Party Representative Agreement. All such written Agreements with Third-Party Representatives shall include direct liability for the Third-Party Representatives towards Utility/ESE for breach thereof by the Third-Party Representatives, and a copy of such Agreement and each Third-Party Representative Agreement shall be made available to Utility/ESE upon request. Notwithstanding the foregoing, the Parties shall be liable for any act or omission of a Third-Party Representative, including without limitation, those acts or omissions that would constitute a breach of this Agreement.

Disclosure to Representatives. Notwithstanding the provisions of Section 6 herein4 hereof, the Parties Aggregator may disclose Confidential Utility Information to those of its municipal members and contractors, including without limitation, ESCOs as well as its and their Third-Party Representatives respective officers, directors and employees (collectively, “Representatives”) who have a legitimate need to know or use such Confidential Utility Information for the sole and limited purposes of providing Services in accordance with administering and/or conducting the UBP and UBP DERSCCA Program, provided that each such Third-Party Representative first: first (Ai) is advised by the disclosing Party Xxxxxxxxxx of the sensitive and confidential nature of such Confidential Utility Information; (Bii) agrees to comply with the provisions of this Agreement, provided that with respect to Third-Third Party Representatives and this subsection (Bii), such Third-Third Party Representatives must agree in writing to be bound by and observe the provisions of this Agreement as though such Third- Third Party Representatives were a Party/ESEAggregator; and (Ciii) signs the Third-Party Representative Agreement. All such written Agreements agreements with Third-Third Party Representatives shall include direct liability for the Third-Third Party Representatives towards Utility/ESE Utility for breach thereof by the Third-Third Party Representatives, and a copy of such agreement and each Representative Agreement and each Third-Party Representative Agreement Aggregator agreement shall be made available to Utility/ESE Utility upon request. Notwithstanding the foregoing, the Parties Aggregator shall be liable to Utility for any act or omission of a Third-Party Representative, including without limitation, those acts or omissions Third Party Representatives that would constitute a breach of this AgreementAgreement if committed by Aggregator.

Disclosure to Representatives. Notwithstanding the provisions of Section 6 herein4 hereof, the Parties Aggregator may disclose Confidential Utility Information to those of its municipal members and contractors, including without limitation, ESCOs as well as its and their Third-Party Representatives respective officers, directors and employees (collectively, “Representatives”) who have a legitimate need to know or use such Confidential Utility Information for the sole and limited purposes of providing Services in accordance with administering and/or conducting the UBP and UBP DERSCCA Program, provided that each such Third-Party Representative first: first (Ai) is advised by the disclosing Party Aggregator of the sensitive and confidential nature of such Confidential Utility Information; (Bii) agrees to comply with the provisions of this Agreement, provided that with respect to Third-Third Party Representatives and this subsection (Bii), such Third-Third Party Representatives must agree in writing to be bound by and observe the provisions of this Agreement as though such Third- Third Party Representatives were a Party/ESEAggregator; and (Ciii) signs the Third-Party Representative Agreement. All such written Agreements agreements with Third-Third Party Representatives shall include direct liability for the Third-Third Party Representatives towards Utility/ESE Utility for breach thereof by the Third-Third Party Representatives, and a copy of such agreement and each Representative Agreement and each Third-Party Representative Agreement Aggregator agreement shall be made available to Utility/ESE Utility upon request. Notwithstanding the foregoing, the Parties Aggregator shall be liable to Utility for any act or omission of a Third-Party Representative, including without limitation, those acts or omissions Third Party Representatives that would constitute a breach of this AgreementAgreement if committed by Aggregator.

Disclosure to Representatives. Notwithstanding the provisions of Section 6 7 herein, the Parties NYSERDA may disclose Confidential Information to their its Third-Party Representatives who have a legitimate need to know or use and access such Confidential Information for to fulfill NYSERDA’s obligations with respect to the purposes of providing Services in accordance with the UBP and UBP DERSNYSERDA Data Order, provided that each such Third-Party Representative first: (A) is advised by the disclosing Disclosing Party of the sensitive and confidential nature of such Confidential Information; (B) agrees to comply with the provisions of this Agreement, provided that with respect to Third-Party Representatives and this subsection (B), such Third-Party Representatives must agree in writing to be bound by and observe the provisions of this Agreement as though such Third- Party Representatives were a Party/ESENYSERDA; and (C) signs the Third-Party Representative Agreement. All such written Third-Party Representative Agreements with Third-Party Representatives shall include direct liability for the Third-Party Representatives towards Utility/ESE NYSERDA for breach thereof by the Third-Party Representatives, and a copy of such Agreement and each Third-Party Representative Agreement shall be made available to Utility/ESE NYSERDA upon request. Notwithstanding the foregoing, the Parties shall be liable for any act or omission of a Third-Party Representative, including without limitation, those acts or omissions that would constitute a breach of this Agreement.

Disclosure to Representatives. Notwithstanding the provisions of Section 6 herein, the Parties ESCO may disclose Confidential Utility Information to their Third-its Third Party Representatives who have a legitimate need to know or use such Confidential Utility Information for the sole and limited purposes of providing Services in accordance with the UBP and UBP DERSServices, provided that each such Third-Third Party Representative first: first (A) is advised by the disclosing Party ESCO of the sensitive and confidential nature of such Confidential Utility Information; (B) agrees to comply with the provisions of this AgreementAddendum, provided that with respect to Third-Third Party Representatives and this subsection (B), such Third-Third Party Representatives must agree in writing to be bound by and observe the provisions of this Agreement Addendum as though such Third- Third Party Representatives were a Party/ESEESCO; and (C) signs the Third-Third Party Representative AgreementAddendum. All such written Agreements Addendums with Third-Third Party Representatives shall include direct liability for the Third-Third Party Representatives towards Utility/ESE Utility for breach thereof by the Third-Third Party Representatives, and a copy of such Agreement Addendum and each Third-Third Party Representative Agreement Addendum and ESCO Addendum shall be made available to Utility/ESE Utility upon request. Notwithstanding the foregoing, the Parties ESCO shall be liable to Utility for any act or omission of a Third-Third Party Representative, including without limitation, those acts or omissions Third Party Representatives that would constitute a breach of this AgreementAddendum if committed by ESCO.

Disclosure to Representatives. Notwithstanding the provisions of Section 6 hereinherein[PAC27], the Parties ESCOESE may disclose Confidential Utility Information to their Third-its Third Party Representatives who have a legitimate need to know or use such Confidential Utility Information for the sole and limited purposes of providing Services in accordance with the UBP and UBP DERSServices, provided that each such Third-Third Party Representative first: first (A) is advised by the disclosing Party ESCOESE of the sensitive and confidential nature of such Confidential Utility Information; (B) agrees to comply with the provisions of this AgreementAddendum, provided that with respect to Third-Third Party Representatives and this subsection (B), such Third-Third Party Representatives must agree in writing to be bound by and observe the provisions of this Agreement Addendum as though such Third- Third Party Representatives were a Party/ESEESCOESE; and (C) signs the Third-Third Party Representative AgreementAddendum. All such written Agreements Addendums with Third-Third Party Representatives shall include direct liability for the Third-Third Party Representatives towards Utility/ESE Utility for breach thereof by the Third-Third Party Representatives, and a copy of such Agreement Addendum and each Third-Third Party Representative Agreement Addendum and ESCOESE Addendum shall be made available to Utility/ESE Utility upon request. Notwithstanding the foregoing, the Parties ESCOESE shall be liable to Utility for any act or omission of a Third-Third Party Representative, including without limitation, those acts or omissions Third Party Representatives that would constitute a breach of this AgreementAddendum if committed by ESCOESE.