Common use of General Confidentiality Provisions Clause in Contracts

General Confidentiality Provisions. Landlord shall, and shall cause any Person receiving Proprietary Information or other Confidential Information directly or indirectly from Landlord, to hold all Proprietary Information and other Confidential Information in strict confidence. Subject to subsection (b), below, (i) Landlord may disclose Proprietary Information and other Confidential Information only to the Landlord Parent, Landlord Lenders and prospective Landlord Lenders, holders of Landlord Equity Interests and prospective holders of Landlord Equity Interests, and any prospective purchaser of the Leased Property and, on a need to know basis, to their respective Affiliates, directors, officers, employees, accountants, legal counsel and other advisors who are involved in the administration, analysis and accounting for this Lease, and (ii) in the event Tenant is no longer, or in Landlord’s reasonable determination Tenant will in the next six (6) months no longer be, the operator of the Leased Property, Landlord may disclose to a prospective or actual successor operator of the Liquids Transportation System and its advisors and consultants the Records and such other portions of the Proprietary Information and other Confidential Information as are necessary or prudent to permit them to safely and effectively manage and operate the Leased Property, provided, that in the case of both subsections (i) and (ii), Landlord shall be responsible for the compliance by each such Person to whom disclosure is made with the confidentiality provisions of this Section 26.10 (including the acknowledgments and stipulations under subsection (c) of this Section), and Landlord shall remain liable for any breach of the provisions of this Section by any such Person. Neither Landlord nor any Person to whom disclosure is made pursuant to this subsection (a) may disclose Proprietary Information or other Confidential Information to any other Person or entity except (A) to the extent required by any regulatory authority, (B) to the extent required by applicable laws or regulations or by subpoena or similar legal process, in each case after adequate notice to Tenant in order to allow Tenant to seek a protective order or other protection therefor, (C) with the prior written consent of Tenant, (D) to the extent such information becomes publicly available other than as a result of a breach of this Section, or (E) to the extent disclosure of such Proprietary Information or other Confidential Information by CorEnergy (or any successor Landlord Parent) is necessary or appropriate pursuant to the provisions of the federal securities laws or the rules or regulations promulgated thereunder. For the avoidance of doubt, nothing contained in this Section 26.10 shall limit the ability of Tenant or any of its Affiliates to disclose Proprietary Information or other Confidential Information.

General Confidentiality Provisions. Landlord Lessor shall, and shall cause any Person receiving Proprietary Information or other Confidential Information directly or indirectly from LandlordLessor, to hold all Proprietary Information and other Confidential Information in strict confidence. Subject to subsection (b), below, Lessor may (i) Landlord may disclose Proprietary Information and other Confidential Information only to the Landlord Parentits direct and indirect owners and prospective owners, Landlord Lessor Lenders and prospective Landlord Lessor Lenders, holders of Landlord Equity Interests and prospective holders of Landlord Equity Interests, and any prospective purchaser of the Leased Property and, on a need to know basis, to their the respective Affiliates, directors, officers, employees, accountants, legal counsel and other advisors who are involved in the administration, analysis and accounting for this Lease, and (ii) in the event Tenant Lessee is no longer, or in Landlord’s reasonable determination Tenant will in the next six (6) months no longer be, the operator of the Leased Property, Landlord may disclose to a prospective or actual successor operator of the Liquids Transportation Terminal System and its advisors and consultants the Records Records, and such other portions of the Proprietary Information and other Confidential Information as are necessary or prudent to permit them to safely and effectively manage and operate the Leased Property, provided, provided that in the case of both subsections (i) and (ii), Landlord Lessor shall be responsible for the compliance by each such Person to whom disclosure is made with the confidentiality provisions of this Section 26.10 (including the acknowledgments and stipulations under subsection (cb) of this Section), and Landlord Lessor shall remain liable for any breach of the provisions of this Section by any such Person. Neither Landlord Lessor nor any Person to whom disclosure is made pursuant to this subsection (a) may disclose Proprietary Information or other Confidential Information to any other Person or entity except (A) to the extent required by any regulatory authority, (B) to the extent required by applicable laws or regulations or by subpoena or similar legal process, in each case after adequate notice to Tenant Lessee in order to allow Tenant Lessee to seek a protective order or other protection therefor, (C) with the prior written consent of TenantLessee, (D) to the extent such information Information becomes publicly available other than as a result of a breach of this Section, or (E) to the extent disclosure of such Proprietary Information or other Confidential Information by CorEnergy (or any successor Landlord Parent) is necessary or appropriate pursuant to the provisions of the federal securities laws or the rules or regulations promulgated thereunder. For the avoidance of doubt, nothing contained in this Section 26.10 shall limit the ability of Tenant Lessee or any of its Affiliates to disclose Proprietary Information or other Confidential Information.

General Confidentiality Provisions. Landlord Lessor shall, and shall cause any Person receiving Proprietary Information or other Confidential Information directly or indirectly from LandlordLessor, to hold all Proprietary Information and other Confidential Information in strict confidence. Subject to subsection (b), below, Lessor may (i) Landlord may disclose Proprietary Information and other Confidential Information only to the Landlord Parentits direct and indirect owners and prospective owners, Landlord Lessor Lenders and prospective Landlord Lessor Lenders, holders of Landlord Equity Interests and prospective holders of Landlord Equity Interests, and any prospective purchaser of the Leased Property and, on a need to know basis, to their respective Affiliates, directors, officers, employees, accountants, legal counsel and other advisors who are involved in the administration, analysis and accounting for this Lease, and (ii) in the event Tenant Lessee is no longer, or in Landlord’s reasonable determination Tenant will in the next six (6) months no longer be, the operator of the Leased Property, Landlord may disclose to a prospective or actual successor operator of the Liquids Transportation Terminal System and its advisors and consultants the Records and such other portions of the Proprietary Information and other Confidential Information as are necessary or prudent to permit them to safely and effectively manage and operate the Leased Property, provided, provided that in the case of both subsections (i) and (ii), Landlord Lessor shall be responsible for the compliance by each such Person to whom disclosure is made with the confidentiality provisions of this Section 26.10 (including the acknowledgments and stipulations under subsection (cb) of this Section), and Landlord Lessor shall remain liable for any breach of the provisions of this Section by any such Person. Neither Landlord Lessor nor any Person to whom disclosure is made pursuant to this subsection (a) may disclose Proprietary Information or other Confidential Information to any other Person or entity except (A) to the extent required by any regulatory authority, (B) to the extent required by applicable laws or regulations or by subpoena or similar legal process, in each case after adequate notice to Tenant Lessee in order to allow Tenant Lessee to seek a protective order or other protection therefor, (C) with the prior written consent of TenantLessee, (D) to the extent such information Information becomes publicly available other than as a result of a breach of this Section, or (E) to the extent disclosure of such Proprietary Information or other Confidential Information by CorEnergy (or any successor Landlord Parent) is necessary or appropriate pursuant to the provisions of the federal securities laws or the rules or regulations promulgated thereunder. For the avoidance of doubt, nothing contained in this Section 26.10 shall limit the ability of Tenant Lessee or any of its Affiliates to disclose Proprietary Information or other Confidential Information.

General Confidentiality Provisions. Landlord shall, and shall cause any Person receiving Proprietary Information or other Confidential Information directly or indirectly from Landlord, Prudential agrees to hold all Proprietary Information and other maintain the confidentiality of the Confidential Information in strict confidence. Subject accordance with procedures adopted in good faith to subsection (b)protect confidential information of third parties delivered to Prudential, below, provided that Prudential may deliver or disclose Confidential Information to (i) Landlord may disclose Proprietary Information its directors, officers and other Confidential Information only employees (to the Landlord Parentextent such disclosure reasonably relates to the administration of the investment represented by interests in the Partnership, Landlord Lenders and prospective Landlord Lenders, holders of Landlord Equity including the Class B Limited Partnership Interests and prospective holders to the extent such Person is subject to an obligation of Landlord Equity Interestsconfidentiality), and any prospective purchaser of the Leased Property and, on a need to know basis, to their respective Affiliates, directors, officers, employees, accountants, legal counsel and other advisors who are involved in the administration, analysis and accounting for this Lease, and (ii) Prudential’s financial advisors, attorneys and other professional advisors who agree to hold confidential the Confidential Information substantially in accordance with the terms of this Exhibit D or who are otherwise subject to a professional obligation of confidentiality, (iii) any other Partner in the event Tenant Partnership which is no longernot a Disqualified Person, (iv) any institutional investor (other than a Disqualified Person) to which Prudential sells or makes a bona fide offer to sell its interests in the Partnership (in accordance with the terms of the Partnership Agreement); provided that such Person has agreed in writing prior to its receipt of such Confidential Information to be bound by the provisions of Section 26.10 of the Lease, (v) any Person (other than a Disqualified Person) from which Prudential offers to purchase any interest in the Partnership; provided, such Person has agreed in writing prior to its receipt of such Confidential Information to be bound by the provisions of this Exhibit D, (vi) any federal or state regulatory authority having jurisdiction over Prudential, (vii) the NAIC or the SVO or, in each case, any similar organization, or any nationally recognized rating agency that requires access to information about Prudential’s investment portfolio or (viii) any other Person to which such delivery or disclosure may be necessary (w) to effect compliance with any law, rule, regulation or order applicable to Prudential, (x) in Landlord’s reasonable determination Tenant will response to any subpoena or other legal process, or (y) if a Lessee Event of Default has occurred and is continuing, to the extent Prudential reasonably determines such delivery and disclosure to be necessary or appropriate in the next six (6) months no longer be, enforcement or for the operator protection of the Leased Property, Landlord may disclose to a prospective rights and remedies under the Lease or actual successor operator of the Liquids Transportation System and its advisors and consultants the Records and such other portions of the Proprietary Information and other Confidential Information as are necessary or prudent to permit them to safely and effectively manage and operate the Leased Property, provided, LGS Transaction Documents; provided that in the case of both subsections clauses (i) and (ii)) above, Landlord Prudential shall be responsible for any disclosure by such person in contravention of the compliance terms of this Exhibit D). Prudential agrees in connection with any transfer of an interest in the Partnership to require the transferee to agree and confirm, in writing, that such purchaser accepts the terms and agrees to be bound by each such Person to whom disclosure is made with the confidentiality provisions of this Section 26.10 (including the acknowledgments and stipulations under subsection (c) of this Section), and Landlord shall remain liable for any breach of the provisions of this Section by any such Person. Neither Landlord nor any Person to whom disclosure is made pursuant to this subsection (a) may disclose Proprietary Information or other Confidential Information to any other Person or entity except (A) to the extent required by any regulatory authority, (B) to the extent required by applicable laws or regulations or by subpoena or similar legal process, in each case after adequate notice to Tenant in order to allow Tenant to seek a protective order or other protection therefor, (C) with the prior written consent of Tenant, (D) to the extent such information becomes publicly available other than as a result of a breach of this Section, or (E) to the extent disclosure of such Proprietary Information or other Confidential Information by CorEnergy (or any successor Landlord Parent) is necessary or appropriate pursuant to the provisions of the federal securities laws or the rules or regulations promulgated thereunder. For the avoidance of doubt, nothing contained in this Section 26.10 shall limit the ability of Tenant or any of its Affiliates to disclose Proprietary Information or other Confidential InformationPartnership Agreement, the Equity Investors’ Agreement and the Lease.

General Confidentiality Provisions. Landlord Lessor shall, and shall cause any Person receiving Proprietary Information or other Confidential Information directly or indirectly from LandlordLessor, to hold all Proprietary Information and other Confidential Information in strict confidence. Subject to subsection (b), below, (i) Landlord Lessor may disclose Proprietary Information and other Confidential Information only to the Landlord Lessor Parent, Landlord Lessor Lenders and prospective Landlord Lessor Lenders, holders of Landlord Lessor Equity Interests and prospective holders of Landlord Lessor Equity Interests, and any prospective purchaser of the Leased Property and, on a need to know basis, to their respective Affiliates, directors, officers, employees, accountants, legal counsel and other advisors who are involved in the administration, analysis and accounting for this Lease, and (ii) in the event Tenant Lessee is no longer, or in Landlord’s reasonable determination Tenant will in the next six (6) months no longer be, the operator of the Leased Property, Landlord Lessor may disclose to a prospective or actual successor operator of the Liquids Transportation Gathering System and its advisors and consultants the Records and such other portions of the Proprietary Information and other Confidential Information as are necessary or prudent to permit them to safely and effectively manage and operate the Leased Property, provided, provided that in the case of both subsections (i) and (ii), Landlord Lessor shall be responsible for the compliance by each such Person to whom disclosure is made with the confidentiality provisions of this Section 26.10 (including the acknowledgments and stipulations under subsection (c) of this Section), and Landlord Lessor shall remain liable for any breach of the provisions of this Section by any such Person. Notwithstanding the foregoing, Lessor shall not be responsible for any failure by Rxxx Avenue Investments, LLC, the limited partner of Pinedale Corridor, LP, to comply with the confidentiality requirements of this Section 26.10(a) so long as Rxxx Avenue Investments, LLC, is in full compliance with Exhibit D to the Equity Investor Agreement dated of even date with this Lease. Neither Landlord Lessor nor any Person to whom disclosure is made pursuant to this subsection (a) may disclose Proprietary Information or other Confidential Information to any other Person or entity except (A) to the extent required by any regulatory authority, (B) to the extent required by applicable laws or regulations or by subpoena or similar legal process, in each case after adequate notice to Tenant Lessee in order to allow Tenant Lessee to seek a protective order or other protection therefor, (C) with the prior written consent of TenantLessee, (D) to the extent such information becomes publicly available other than as a result of a breach of this Section, or (E) to the extent disclosure of such Proprietary Information or other Confidential Information by CorEnergy Infrastructure Trust, Inc. (or any successor Landlord Lessor Parent) is necessary or appropriate pursuant to the provisions of the federal securities laws or the rules or regulations promulgated thereunder. For the avoidance of doubt, nothing contained in this Section 26.10 shall limit the ability of Tenant Lessee or any of its Affiliates to disclose Proprietary Information or other Confidential Information.

General Confidentiality Provisions. Landlord Lessor shall, and shall cause any Person receiving Proprietary Information or other Confidential Information directly or indirectly from LandlordLessor, to hold all Proprietary Information and other Confidential Information in strict confidence. Subject to subsection (b), below, (i) Landlord Lessor may disclose Proprietary Information and other Confidential Information only to the Landlord Lessor Parent, Landlord Lessor Lenders and prospective Landlord Lessor Lenders, holders of Landlord Lessor Equity Interests and prospective holders of Landlord Lessor Equity Interests, and any prospective purchaser of the Leased Property and, on a need to know basis, to their respective Affiliates, directors, officers, employees, accountants, legal counsel and other advisors who are involved in the administration, analysis and accounting for this Lease, and (ii) in the event Tenant Lessee is no longer, or in Landlord’s reasonable determination Tenant will in the next six (6) months no longer be, the operator of the Leased Property, Landlord Lessor may disclose to a prospective or actual successor operator of the Liquids Transportation Gathering System and its advisors and consultants the Records and such other portions of the Proprietary Information and other Confidential Information as are necessary or prudent to permit them to safely and effectively manage and operate the Leased Property, provided, provided that in the case of both subsections (i) and (ii), Landlord Lessor shall be responsible for the compliance by each such Person to whom disclosure is made with the confidentiality provisions of this Section 26.10 (including the acknowledgments and stipulations under subsection (c) of this Section), and Landlord Lessor shall remain liable for any breach of the provisions of this Section by any such Person. Notwithstanding the foregoing, Lessor shall not be responsible for any failure by Xxxx Avenue Investments, LLC, the limited partner of Pinedale Corridor, LP, to comply with the confidentiality requirements of this Section 26.10(a) so long as Xxxx Avenue Investments, LLC, is in full compliance with Exhibit D to the Equity Investor Agreement dated of even date with this Lease. Neither Landlord Lessor nor any Person to whom disclosure is made pursuant to this subsection (a) may disclose Proprietary Information or other Confidential Information to any other Person or entity except (A) to the extent required by any regulatory authority, (B) to the extent required by applicable laws or regulations or by subpoena or similar legal process, in each case after adequate notice to Tenant Lessee in order to allow Tenant Lessee to seek a protective order or other protection therefor, (C) with the prior written consent of TenantLessee, (D) to the extent such information becomes publicly available other than as a result of a breach of this Section, or (E) to the extent disclosure of such Proprietary Information or other Confidential Information by CorEnergy Infrastructure Trust, Inc. (or any successor Landlord Lessor Parent) is necessary or appropriate pursuant to the provisions of the federal securities laws or the rules or regulations promulgated thereunder. For the avoidance of doubt, nothing contained in this Section 26.10 shall limit the ability of Tenant Lessee or any of its Affiliates to disclose Proprietary Information or other Confidential Information.

General Confidentiality Provisions. Landlord shall, and shall cause any Person receiving Proprietary Information or other Confidential Information directly or indirectly from Landlord, to hold all Proprietary Information and other Confidential Information in strict confidence. Subject to subsection (b)) , below, (i) Landlord may disclose Proprietary Information and other Confidential Information only to the Landlord Parent, Landlord Lenders and prospective Landlord Lenders, holders of Landlord Equity Interests and prospective holders of Landlord Equity Interests, and any prospective purchaser of the Leased Property and, on a need to know basis, to their respective Affiliates, directors, officers, employees, accountants, legal counsel and other advisors who are involved in the administration, analysis and accounting for this Lease, and (ii) in the event Tenant is no longer, or in Landlord’s reasonable determination Tenant will in the next six (6) months no longer be, the operator of the Leased Property, Landlord may disclose to a prospective or actual successor operator of the Liquids Transportation System and its advisors and consultants the Records and such other portions of the Proprietary Information and other Confidential Information as are necessary or prudent to permit them to safely and effectively manage and operate the Leased Property, providedprovided , that in the case of both subsections (i) and (ii)) , Landlord shall be responsible for the compliance by each such Person to whom disclosure is made with the confidentiality provisions of this Section 26.10 (including the acknowledgments and stipulations under subsection (c) of this Section), and Landlord shall remain liable for any breach of the provisions of this Section by any such Person. Neither Landlord nor any Person to whom disclosure is made pursuant to this subsection (a) may disclose Proprietary Information or other Confidential Information to any other Person or entity except (A) to the extent required by any regulatory authority, (B) to the extent required by applicable laws or regulations or by subpoena or similar legal process, in each case after adequate notice to Tenant in order to allow Tenant to seek a protective order or other protection therefor, (C) with the prior written consent of Tenant, (D) to the extent such information becomes publicly available other than as a result of a breach of this Section, or (E) to the extent disclosure of such Proprietary Information or other Confidential Information by CorEnergy (or any successor Landlord Parent) is necessary or appropriate pursuant to the provisions of the federal securities laws or the rules or regulations promulgated thereunder. For the avoidance of doubt, nothing contained in this Section 26.10 shall limit the ability of Tenant or any of its Affiliates to disclose Proprietary Information or other Confidential Information.