Common use of Highly Confidential Material Clause in Contracts

Highly Confidential Material. Highly Confidential Material, and any and all information contained therein, may be given, shown, made available or communicated only to the following: (a) outside counsel and staff working under the express direction of outside counsel for: (i) the Debtor and any professionals retained by the Debtor, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by the Debtor in connection with the Case; (ii) the Committee; (iii) upon written notice to and with the prior, written consent of the Producing Party, any Party to this Protective Order other than the Committee, to the extent the disclosure is necessary to assist with or make decisions with respect to the Case; and (iv) upon written notice to and with the prior, written consent of the Producing Party, any other persons or entities who become bound by this Order by signifying their assent through execution of Exhibit A hereto and providing the executed version of Exhibit A to the Producing Party (for the avoidance of doubt, in the event the Producing Party does not provide such consent, such persons or entities may move the Court to order the Producing Party to provide their outside counsel with access to the Highly Confidential Material, and the Producing Party reserves all rights to oppose any such request); (b) the U.S. Trustee, after the U.S. Trustee has signed a Declaration in the form provided as Exhibit A hereto; (c) professionals retained by the Committee under 11 U.S.C. § 328, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by the Committe e in connection with the Case—in each case only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (d) professionals or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by any Party to this Protective Order with whom Highly Confidential Material, and any and all information contained therein, has been given, shown, made available or communicated under 14(a)(ii) in connection with the Case—in each case, only as necessary to assist with respect to the Case and only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (e) any person who is indicated on the face of a document to have been an author, addressee or copy recipient thereof, an actual or intended recipient thereof, or in the case of meeting minutes, an attendee of the meeting; (f) deposition, hearing or trial witnesses in connection with the Debtor’s Case, provided that such witnesses are indicated on the face of the document or in its metadata to be the author or a recipient; (g) outside photocopying, graphic production services, or litigation support services, as necessary for use in connection with the Case; (h) court reporters, stenographers, or videographers who record testimony in connection with the Case; (i) the Court, its officers and clerical staff in any judicial proceeding that may result from the Case; (j) non-professional support personnel providing general secretarial services (such as word processing and printing) to and working under the supervision and direction of any natural person bound by and allowed to see Highly Confidential Material under this Order—in each case, only as necessary to assist such natural person with respect to the Case; and (k) any other person or entity with respect to whom the Producing Party may provide prior consent in writing, which consent may be conditioned on the recipient executing the joinder provided as Exhibit A hereto or as otherwise reasonably necessary.

Highly Confidential Material. Highly Confidential Material, and any and all information contained therein, may be given, shown, made available or communicated only to the following: (a) outside counsel and staff working under the express direction of outside counsel for:; (i) the Debtor and any professionals retained by the Debtor, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by the Debtor in connection with the CaseParties; (ii) the Committee; (iii) upon written notice to and with the prior, written consent of the Producing Party, any Party to this Protective Order other than the Committee, to the extent the disclosure is necessary to assist with or make decisions with respect to the Case; and (iv) upon written notice to and with the prior, written consent of the Producing Party, any other persons or entities who become bound by this Order by signifying their assent through execution of Exhibit A hereto and providing the executed version of Exhibit A to the Producing Party (for the avoidance of doubt, in the event the Producing Party does not provide such consent, such persons or entities may move the Court to order the Producing Party to provide their outside counsel with access to the Highly Confidential Material, and the Producing Party reserves all rights to oppose any such request); (b) the U.S. Trustee, after the U.S. Trustee has signed a Declaration in the form provided as Exhibit A hereto; (c) professionals retained by the Committee under 11 U.S.C. § 328, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by the Committe e in connection with the CaseCases—in each case case, only as necessary to assist with respect to the Cases and only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (d) professionals or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by any Party to this Protective Order with whom Highly Confidential Material, and any and all information contained therein, has been given, shown, made available or communicated under 14(a)(ii) in connection with the Case—in each case, only as necessary to assist with respect to the Case and only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (e) any person who is indicated on the face of a document to have been an author, addressee or copy recipient thereof, an actual or intended recipient thereof, or in the case of meeting minutes, an attendee of the meeting; (fe) deposition, hearing or trial witnesses in connection with the Debtor’s CaseDebtors’ chapter 11 cases, provided that such witnesses are indicated on had actual access to or did actually review those documents in the face ordinary course of business or their employment, have been provided with a copy of this Order, and have been informed that the document or Highly Confidential Material must be treated in accordance with its metadata to be the author or a recipientterms; (gf) outside photocopying, graphic production services, or litigation support services, as necessary for use in connection with the CaseCases; (hg) court reporters, stenographers, or videographers who record testimony in connection with the CaseCases; (ih) the Court, its officers and clerical staff in any judicial proceeding that may result from the CaseCases; (i) any mediators and their staffs retained in connection with the Cases; (j) non-professional support personnel providing general secretarial services (such as word processing and printing) to and working under the supervision and direction of any natural person bound by and allowed to see Highly Confidential Material under this Order—in each case, only as necessary to assist such natural person with respect to the CaseCases; and (k) any other person or entity with respect to whom the Producing Party may provide prior consent in writing, which consent may be conditioned on the recipient executing the joinder provided as Exhibit A hereto or as otherwise reasonably necessary.

Highly Confidential Material. Highly Confidential Material, and any and all information contained therein, may be given, shown, made available or communicated only to the following: (a) outside counsel Counsel (including in-house counsel) and staff working under the express direction of outside counsel for: (i) the Debtor Parties; (ii) upon written notice to and with the prior written consent (email to suffice) of the Producing Party (which shall not be unreasonably withheld), any other persons or entities who become bound by this Order by signifying their assent through execution of Exhibit A hereto; and (iii) the U.S. Trustee. (b) professionals retained by the Debtorunder 11 U.S.C. §§ 327 or 328, or other professionals, industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by the Debtor in connection with the Case; Parties (ii) the Committee; (iii) upon written notice to and with the prior, written consent of the Producing Party, any Party to this Protective Order other than the Committee, to the extent the disclosure is necessary to assist with or make decisions with respect to the Case; and (iv) upon written notice to and with the prior, written consent of the Producing Party, any other persons or entities who become bound by this Order by signifying their assent through execution of Exhibit A hereto and providing the executed version of Exhibit A to the Producing Party (for the avoidance of doubt, in the event the Producing Party does not provide such consent, such persons or entities may move the Court to order the Producing Party to provide their outside counsel with access to the Highly Confidential Material, and the Producing Party reserves all rights to oppose any such request); (b) the U.S. Trustee, after the U.S. Trustee has signed a Declaration in the form provided as Exhibit A hereto; (c) professionals retained by the Committee under 11 U.S.C. § 328, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by the Committe e in connection with the Case—in each case only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (d) professionals or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by any Party to this Protective Order with whom Highly Confidential Material, and any and all information contained therein, has been given, shown, made available or communicated under 14(a)(iiA) in connection with the Case—Cases, in each case, case only as necessary to assist with or make decisions with respect to the Case and only after he/she or such entity has signed a Declaration in the form provided as Exhibit A heretoCases; (ec) any person who is indicated on the face of a document to have been an author, addressee or copy recipient thereof, an actual or intended recipient thereof, or in the case of meeting minutes, an attendee of the meeting; (f) deposition, hearing or trial witnesses in connection with the Debtor’s Case, provided that such witnesses are indicated on the face of the document or in its metadata to be the author or a recipient; (g) outside photocopying, graphic production services, or litigation support services, as necessary for use in connection with the Case; (hd) court reporters, stenographers, or videographers who record testimony in connection with the CaseCases; (ie) the Court, its officers and clerical staff in any judicial proceeding that may result from the CaseCases; (jf) non-professional witnesses being questioned, either at a deposition, through other Discovery Requests, or in court proceedings, and the witness’s counsel, to the extent that such disclosure is reasonably necessary for the proceedings or the resolution of the Disputes, provided that the witness has signed or agreed on the record to sign a Declaration in the form provided as Exhibit A hereto. Those witnesses or deponents who are shown Confidential or Highly Confidential Material shall not be allowed to retain copies unless such witness or deponent is otherwise entitled to retain copies pursuant to this Order; (g) support personnel providing general secretarial services (such as word processing and printing) ), paralegal services, or litigation support services to and working under the supervision and direction of any natural person bound by and allowed to see Highly Confidential Material under this Order—in each case, only as necessary to assist such natural person with respect to the CaseCases; (h) outside photocopying, graphic production, or litigation support services, as necessary for use in connection with the Cases; and (ki) any other person or entity with respect to whom the Producing Party may provide prior consent in writingwriting (email to suffice), which consent may provided such person or entity agrees to be conditioned on the recipient executing the joinder provided as bound by this Order by signifying their assent through execution of Exhibit A hereto or as otherwise reasonably necessaryhereto.

Highly Confidential Material. Highly Confidential Material, and any and all information contained therein, may be given, shown, made available to, or communicated only to the following: (a) outside counsel a. counsel, and staff working under the express direction of outside counsel such counsel, for: (i) i. Debtors; ii. Debtors’ creditors and other constituents as specified in the Debtor signature pages to this Order that are or become a Party; and iii. The U.S. Trustee. b. Professionals retained under Sections 327 and any professionals retained by 1103 of the DebtorBankruptcy Code, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) in each case that are retained by the Debtor a Party in connection with the Case; (ii) the Committee; (iii) upon written notice to Disputes or these Chapter 11 Cases and with the prior, written consent of the Producing Party, any Party to this Protective Order other than the Committee, to the extent the disclosure is necessary to assist with or make decisions with respect to the Case; and (iv) upon written notice to and with the prior, written consent of the Producing Party, any other persons or entities who become bound by this Order by signifying their assent through execution of Exhibit A hereto and providing the executed version of Exhibit A to the Producing Party (for the avoidance of doubt, in the event the Producing Party does not provide such consent, such persons or entities may move the Court to order the Producing Party to provide their outside counsel with access to the Highly Confidential Material, and the Producing Party reserves all rights to oppose any such request); (b) the U.S. Trustee, after the U.S. Trustee has have signed a Declaration Declaration, in the form provided as Exhibit A hereto; (c) professionals retained by the Committee under 11 U.S.C. § 328, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by the Committe e in connection with the Case—in each case only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (d) professionals or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by any Party to this Protective Order with whom Highly Confidential Material, and any and all information contained therein, has been given, shown, made available or communicated under 14(a)(ii) in connection with the Case—in each case, only as necessary to assist with respect to the Case and only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (e) c. any person who is indicated on the face of a document to have been an author, addressee or copy recipient thereof, an actual or intended recipient thereof, or in the case of meeting minutes, an attendee of the meeting; (f) d. for purposes of witness preparation, any deponent or witness who was noticed for a deposition, a 2004 examination, or is on a witness list for hearing or trial witnesses trial, in preparation for his or her testimony where such Highly Confidential Material is determined by counsel in good faith to be necessary to the anticipated subject matter of testimony, and that doing so would not cause competitive harm; provided, however, that such Highly Confidential Material can only be shared with such person in connection with preparation for the Debtor’s Caseanticipated testimony, provided and the persons identified in this paragraph shall not be permitted to retain copies of such Highly Confidential Material beyond the time necessary to fulfil their obligations; e. subject to the provisions of Paragraph 15, any witness during the course of a deposition, examination, evidentiary hearing or trial, where counsel questioning the witness reasonably and in good faith believes that such witnesses are indicated on questioning the face of witness regarding the document or in its metadata to be the author or a recipientis necessary and that doing so would not cause competitive harm; (g) f. outside photocopying, graphic production services, or litigation support services, as necessary for use in connection with the Casea Dispute or these Chapter 11 Cases; (h) g. court reporters, stenographers, or videographers who record testimony in connection with the Casea Dispute or these Chapter 11 Cases; (i) h. the Court, its officers officers, and clerical staff in any judicial proceeding that may result from the Case; (j) non-professional support personnel providing general secretarial services (such as word processing and printing) to and working under the supervision and direction of any natural person bound by and allowed to see Highly Confidential Material under this Order—in each case, only as necessary to assist such natural person with respect to the Casea Dispute or these Chapter 11 Cases; and (k) i. any other person or entity with respect to whom the Producing Party Person may provide prior consent in writing, which consent may be conditioned on the recipient executing the joinder provided as Exhibit A hereto or as otherwise reasonably necessary.

Highly Confidential Material. Highly Confidential Material, and any and all information contained therein, may shall not be given, shown, made available to or communicated only to any persons or entities other than the following: (a) a. outside counsel counsel, and staff working under the express direction of outside counsel such counsel, for: (i) Debtors; (ii) Any other Party to this Order, as specified in the Debtor and signature pages to this Order; and (iii) any professionals retained by non-Party who has signed a Declaration pursuant to Paragraph 5, in the Debtor, or other form provided as Exhibit A hereto. b. industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by the Debtor signatories to this Order in connection with the Case;Proceedings, provided, however, that: (iii) the Committee; (iii) upon written notice to and with the prior, written consent of the Producing Party, any Party to this Protective Order other than the Committee, to the extent the disclosure is necessary to assist with or make decisions with respect to the Case; and (iv) upon written notice to and with the prior, written consent of the Producing Party, any other persons or entities who become bound by this Order by signifying their assent through execution of Exhibit A hereto and providing the executed version of Exhibit A to the Producing Designating Party (for the avoidance as defined below) is provided contemporaneous notice of doubt, in the event the Producing Party does not provide such consent, such persons or entities may move the Court to order the Producing Party to provide their outside counsel with access to the Highly Confidential Material, and the Producing Party reserves all rights to oppose any such request); (b) the U.S. Trustee, after the U.S. Trustee has signed a Declaration in the form provided as Exhibit A hereto; (c) professionals retained by the Committee under 11 U.S.C. § 328, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by to whom the Committe e Receiving Party provides Highly Confidential Material, unless such person or entity has been publicly disclosed in connection with the Case—in each case only after he/she or Proceedings and (ii) such entity has signed a Declaration in the form provided as Exhibit A hereto; (d) professionals or other industry advisors, financial advisors, accounting advisors, experts and consultants (agree to be bound by the terms and their respective staff) that are retained by any Party obligations of this Order prior to this Protective Order with whom the receipt of Highly Confidential Material, and any and all information contained therein, has been given, shown, made available or communicated under 14(a)(ii) in connection with the Case—in each case, only as necessary to assist with respect to the Case and only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (e) c. any person who is indicated on the face of a document or its related documents to have been an author, addressee or copy recipient thereofof such document, an actual or intended recipient thereofof such document, or in the case of meeting minutes, an attendee of the meeting; (f) d. for purposes of witness preparation, any deponent or witness who was noticed for a deposition, or is on a witness list for hearing or trial, in preparation for his or her noticed deposition, hearing, or trial witnesses testimony where such Highly Confidential Material is determined by counsel in good faith to be necessary to the anticipated subject matter of testimony, and that doing so would not cause competitive harm, provided, however, that such Highly Confidential Material can only be shared with such person in connection with preparation for the Debtor’s Caseanticipated testimony, provided and the persons identified in this paragraph shall not be permitted to retain copies of such Highly Confidential Material; e. any adverse witness during the course of a deposition where counsel questioning the witness reasonably and in good faith believes that such witnesses are indicated on questioning the face of witness regarding the document or in its metadata to be the author or a recipientis necessary and that doing so would not cause competitive harm; (g) f. outside photocopying, graphic production services, or litigation support services, as necessary for use in connection with the CaseProceedings; (h) g. court reporters, stenographers, or videographers who record deposition or other testimony outside of court in connection with the CaseProceedings; (i) h. the Court, its officers and clerical staff in any judicial proceeding that may result from the CaseProceedings; i. any government agency (jother than the U.S. Trustee), internal or external auditor or regulatory body or authority having authority to regulate or oversee any respects of the Receiving Party’s business or that of its affiliates, if required by any applicable statute, law, rule or regulation, subpoena, civil investigative demand or similar demand, or request; provided that (i) non-professional support personnel providing general secretarial services (such as word processing and printing) to and working under the supervision and direction Receiving Party will provide the Producing Person with prior written notice of any natural person bound such request or requirement (unless such notice is prohibited by applicable law) so that the Producing Person may seek a protective order or other appropriate remedy, and allowed to see Highly Confidential Material under this Order—(ii) the Receiving Party advises such recipient of the confidential nature of the information being disclosed and requests confidential treatment thereof; j. Any mediators and their staffs retained in each case, only as necessary to assist such natural person connection with respect to the Case; andProceedings; (k) k. any other person or entity with respect to whom the Producing Person and any other Party whose Confidential Information or Highly Confidential Information is contained in such document(s) may provide prior consent in writing; and l. counsel and staff employed by or representing: (i) The U.S. Trustee (ii) The ENRD and its client agencies; (iii) The Pennsylvania Department of Environmental Protection; and (iv) The Office of the Ohio Attorney General, which consent may be conditioned on behalf of the recipient executing the joinder provided as Exhibit A hereto or as otherwise reasonably necessaryOhio Environmental Protection Agency and Ohio Department of Natural Resources.

Highly Confidential Material. Highly Confidential Material, and any and all information contained therein, may be given, shown, made available to or communicated only to the following: (a) outside counsel a. counsel, and staff working under the express direction of outside counsel such counsel, for: (i) i. Debtors; ii. Debtors’ creditors and other constituents as specified in the Debtor signature pages to this Order that are or become a Party; and iii. The U.S. Trustee. b. Professionals retained under Sections 328 and any professionals retained by 1103 of the DebtorBankruptcy Code, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) in each case that are retained by the Debtor a Party in connection with the Case; (ii) the Committee; (iii) upon written notice to Disputes or these Chapter 11 Cases and with the prior, written consent of the Producing Party, any Party to this Protective Order other than the Committee, to the extent the disclosure is necessary to assist with or make decisions with respect to the Case; and (iv) upon written notice to and with the prior, written consent of the Producing Party, any other persons or entities who become bound by this Order by signifying their assent through execution of Exhibit A hereto and providing the executed version of Exhibit A to the Producing Party (for the avoidance of doubt, in the event the Producing Party does not provide such consent, such persons or entities may move the Court to order the Producing Party to provide their outside counsel with access to the Highly Confidential Material, and the Producing Party reserves all rights to oppose any such request); (b) the U.S. Trustee, after the U.S. Trustee has have signed a Declaration Declaration, in the form provided as Exhibit A 1 hereto; (c) professionals retained by the Committee under 11 U.S.C. § 328, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by the Committe e in connection with the Case—in each case only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (d) professionals or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by any Party to this Protective Order with whom Highly Confidential Material, and any and all information contained therein, has been given, shown, made available or communicated under 14(a)(ii) in connection with the Case—in each case, only as necessary to assist with respect to the Case and only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (e) c. any person who is indicated on the face of a document to have been an author, addressee or copy recipient thereof, an actual or intended recipient thereof, or in the case of meeting minutes, an attendee of the meeting; (f) d. for purposes of witness preparation, any deponent or witness who was noticed for a deposition, a 2004 examination, or is on a witness list for hearing or trial witnesses trial, in preparation for his or her testimony where such Highly Confidential Material is determined by counsel in good faith to be necessary to the anticipated subject matter of testimony, and that doing so would not cause competitive harm, provided, however, that such Highly Confidential Material can only be shared with such person in connection with preparation for the Debtor’s Caseanticipated testimony, provided and the persons identified in this paragraph shall not be permitted to retain copies of such Highly Confidential Material beyond the time necessary to fulfil their obligations; e. subject to the provisions of Paragraph 15, any witness during the course of a deposition, examination, evidentiary hearing or trial, where counsel questioning the witness reasonably and in good faith believes that such witnesses are indicated on questioning the face of witness regarding the document or in its metadata to be the author or a recipientis necessary and that doing so would not cause competitive harm; (g) f. outside photocopying, graphic production services, or litigation support services, as necessary for use in connection with the Casea Dispute or these Chapter 11 Cases; (h) g. court reporters, stenographers, or videographers who record testimony in connection with the Casea Dispute or these Chapter 11 Cases; (i) h. the Court, its officers and clerical staff in any judicial proceeding that may result from the Casea Dispute or these Chapter 11 Cases; (j) non-professional support personnel providing general secretarial services (such as word processing and printing) to and working under the supervision and direction of any natural person bound by and allowed to see Highly Confidential Material under this Order—in each case, only as necessary to assist such natural person with respect to the Case; and (k) i. any other person or entity with respect to whom the Producing Party Person may provide prior consent in writing, which consent may be conditioned on the recipient executing the joinder provided as Exhibit A hereto or as otherwise reasonably necessary.

Highly Confidential Material. Highly Confidential Material, and any and all information contained therein, may be given, shown, made available or communicated only to the following: (a) outside counsel and staff working under the express direction of outside counsel for: (i) the Debtor and any professionals retained by the Debtor, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by the Debtor in connection with the Case; (ii) the Committee; (iii) upon written notice to and with the prior, written consent of the Producing Party, any Party to this Protective Order other than the Committee, to the extent the disclosure is necessary to assist with or make decisions with respect to the Case; and (iv) upon written notice to and with the prior, written consent of the Producing Party, any other persons or entities who become bound by this Order by signifying their assent through execution of Exhibit A hereto and providing the executed version of Exhibit A to the Producing Party (for the avoidance of doubt, in the event the Producing Party does not provide such consent, such persons or entities may move the Court to order the Producing Party to provide their outside counsel with access to the Highly Confidential Material, and the Producing Party reserves all rights to oppose any such request); (b) the U.S. Trustee, after the U.S. Trustee has signed a Declaration in the form provided as Exhibit A hereto; (c) professionals retained by the Committee under 11 U.S.C. § 328, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by the Committe e Committee in connection with the Case—in each case only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (d) professionals or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by any Party to this Protective Order with whom Highly Confidential Material, and any and all information contained therein, has been given, shown, made available or communicated under 14(a)(ii) in connection with the Case—in each case, only as necessary to assist with respect to the Case and only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (e) any person who is indicated on the face of a document to have been an author, addressee or copy recipient thereof, an actual or intended recipient thereof, or in the case of meeting minutes, an attendee of the meeting; (f) deposition, hearing or trial witnesses in connection with the Debtor’s Case, provided that such witnesses are indicated on the face of the document or in its metadata to be the author or a recipient; (g) outside photocopying, graphic production services, or litigation support services, as necessary for use in connection with the Case; (h) court reporters, stenographers, or videographers who record testimony in connection with the Case; (i) the Court, its officers and clerical staff in any judicial proceeding that may result from the Case; (j) non-professional support personnel providing general secretarial services (such as word processing and printing) to and working under the supervision and direction of any natural person bound by and allowed to see Highly Confidential Material under this Order—in each case, only as necessary to assist such natural person with respect to the Case; and (k) any other person or entity with respect to whom the Producing Party may provide prior consent in writing, which consent may be conditioned on the recipient executing the joinder provided as Exhibit A hereto or as otherwise reasonably necessary.

Highly Confidential Material. Highly Confidential Material, and any and all information contained therein, may be given, shown, made available to or communicated only to the following: (a) outside counsel a. counsel, and staff working under the express direction of outside counsel such counsel, for: (i) i. Debtors; ii. the Debtor Committee; iii. Debtors’ creditors and any professionals other constituents as specified in the signature pages to this Order that are or become a Party; and iv. The U.S. Trustee. b. Professionals retained by under Sections 328 and 1103 of the DebtorBankruptcy Code, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) in each case that are retained by the Debtor a Party in connection with the Case; (ii) the Committee; (iii) upon written notice to Disputes or these Chapter 11 Cases and with the prior, written consent of the Producing Party, any Party to this Protective Order other than the Committee, to the extent the disclosure is necessary to assist with or make decisions with respect to the Case; and (iv) upon written notice to and with the prior, written consent of the Producing Party, any other persons or entities who become bound by this Order by signifying their assent through execution of Exhibit A hereto and providing the executed version of Exhibit A to the Producing Party (for the avoidance of doubt, in the event the Producing Party does not provide such consent, such persons or entities may move the Court to order the Producing Party to provide their outside counsel with access to the Highly Confidential Material, and the Producing Party reserves all rights to oppose any such request); (b) the U.S. Trustee, after the U.S. Trustee has have signed a Declaration Declaration, in the form provided as Exhibit A hereto; (c) professionals retained by the Committee under 11 U.S.C. § 328, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by the Committe e in connection with the Case—in each case only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (d) professionals or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by any Party to this Protective Order with whom Highly Confidential Material, and any and all information contained therein, has been given, shown, made available or communicated under 14(a)(ii) in connection with the Case—in each case, only as necessary to assist with respect to the Case and only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (e) c. any person who is indicated on the face of a document to have been an author, addressee or copy recipient thereof, an actual or intended recipient thereof, or in the case of meeting minutes, an attendee of the meeting; (f) d. for purposes of witness preparation, any deponent or witness who was noticed for a deposition, a 2004 examination, or is on a witness list for hearing or trial witnesses trial, in preparation for his or her testimony where the Producing Person has given prior written consent, not to be unreasonably withheld or delayed, or upon a court order, and where such Highly Confidential Material is determined by counsel in good faith to be necessary to the anticipated subject matter of testimony, and that doing so would not cause competitive harm, provided, however, that such Highly Confidential Material can only be shared with such person in connection with preparation for the Debtor’s Caseanticipated testimony, provided and the persons identified in this paragraph shall not be permitted to retain copies of such Highly Confidential Material beyond the time necessary to fulfil their obligations; e. subject to the provisions of Paragraph 15, any witness during the course of a deposition, examination, evidentiary hearing or trial, where the Producing Person has given prior written consent, not to be unreasonably withheld or delayed, or upon a court order, and where counsel questioning the witness reasonably and in good faith believes that such witnesses are indicated on questioning the face of witness regarding the document or in its metadata to be the author or a recipientis necessary and that doing so would not cause competitive harm; (g) f. outside photocopying, data processing and hosting, contract attorneys, graphic production services, or litigation support services, as necessary for use in connection with the Casea Dispute or these Chapter 11 Cases; (h) g. court reporters, stenographers, or videographers who record testimony in connection with the Casea Dispute or these Chapter 11 Cases; (i) h. the Court, its officers and clerical staff in any judicial proceeding that may result from the Casea Dispute or these Chapter 11 Cases; (j) non-professional support personnel providing general secretarial services (such as word processing and printing) to and working under the supervision and direction of any natural person bound by and allowed to see Highly Confidential Material under this Order—in each case, only as necessary to assist such natural person with respect to the Case; and (k) i. any other person or entity with respect to whom the Producing Party Person may provide prior consent in writing, which consent may be conditioned on the recipient executing the joinder provided as Exhibit A hereto or as otherwise reasonably necessary.

Highly Confidential Material. Highly Confidential Material, and any and all information contained therein, may be given, shown, made available or communicated only to the following: (a) outside counsel and staff working under the express direction of outside counsel for: (i) the Debtor and any professionals retained by the Debtor, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by the Debtor in connection with the CaseDebtors; (ii) the Committee; (iii) upon written notice to and with the prior, written consent of the Producing Party, any Party to this Protective Order other than the Committee, to the extent the disclosure is necessary to assist with or make decisions with respect to the CaseCases and after the Party has signed a Declaration in the form provided as Exhibit A hereto; and (iv) upon written notice to and with the prior, written consent of the Producing Party, any other persons or entities who become bound by this Order by signifying their assent through execution of Exhibit A hereto and providing the executed version of Exhibit A to the Producing Party (for the avoidance of doubt, in the event the Producing Party does not provide such consent, such persons or entities may move the Court to order the Producing Party to provide their outside counsel with access to the Highly Confidential Material, and the Producing Party reserves all rights to oppose any such request); (b) the U.S. Trustee, after the U.S. Trustee has signed a Declaration in the form provided as Exhibit A hereto; (c) professionals professionals, other than counsel, retained by the Committee under 11 U.S.C. § 328, or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective staff) that are retained by the Committe e Committee in connection with the CaseCases—in each case case, only as necessary to assist with respect to the Cases and only after he/she or such entity has signed a Declaration in the form provided as Exhibit A hereto; (d) professionals or other industry advisors, financial advisors, accounting advisors, experts and consultants (and their respective respected staff) that are retained by any Party to this Protective Order with whom Highly Confidential Material, and any and all information contained therein, has been given, shown, made available or communicated under 14(a)(ii) in connection with the CaseCases—in each case, only as necessary to assist with respect to the Case Cases and only after he/she or and such entity has signed a Declaration in the form provided as Exhibit A hereto; (e) any person who is indicated on the face of a document to have been an author, addressee or copy recipient thereof, an actual or intended recipient thereof, or in the case of meeting minutes, an attendee of the meeting; (f) deposition, hearing or trial witnesses in connection with the Debtor’s CaseDebtors’ chapter 11 cases, provided that such witnesses are indicated on had actual access to or did actually review those documents in the face ordinary course of business or their employment or counsel requested and obtained permission which shall not be unreasonably withheld to examine the document or witness with respect to such Highly Confidential Information, have been provided with a copy of this Order, and have been informed that the Highly Confidential Material must be treated in accordance with its metadata to be the author or a recipientterms; (g) outside photocopying, graphic production services, or litigation support services, as necessary for use in connection with the CaseCases; (h) court reporters, stenographers, or videographers who record testimony in connection with the CaseCases; (i) the Court, its officers and clerical staff in any judicial proceeding that may result from the CaseCases; (j) non-professional support personnel providing general secretarial services (such as word processing and printing) to and working under the supervision and direction of any natural person bound by and allowed to see Highly Confidential Material under this Order—in each case, only as necessary to assist such natural person with respect to the CaseCases; and (k) any other person or entity with respect to whom the Producing Party may provide prior consent in writing, which consent may be conditioned on the recipient executing the joinder provided as Exhibit A hereto or as otherwise reasonably necessary.