Holdings Information Clause Samples
The Holdings Information clause defines the requirements for disclosing and maintaining accurate records of assets or securities held by a party. Typically, this clause outlines the type of information that must be provided, such as the quantity, type, and location of holdings, and may specify the frequency and format of reporting. By establishing clear expectations for the sharing and updating of holdings data, this clause ensures transparency between parties and helps prevent disputes or misunderstandings regarding asset ownership or status.
Holdings Information. The Parties agree that the holdings information provided by each Consenting Senior Secured Noteholder with respect to their respective Existing Senior Secured Notes and the identity of such Consenting Senior Secured Noteholder shall be kept confidential, and such information shall not be disclosed to any person; provided, however, (i) the Companies shall be permitted to disclose at any time the aggregate principal amount of, and aggregate percentage of, the Senior Notes Claims held by the Consenting Senior Secured Noteholders and (ii) the legal and financial advisors to the Companies may disclose the names of holders (or nominees, investment managers or advisors of beneficial holders of) of Senior Notes Claims (but shall be prohibited from disclosing the principal amount or percentage of the Existing Senior Secured Notes held by particular holders) solely to the extent such advisors deem necessary to satisfy the obligations to make disclosures of connections to parties in interest in connection with being retained to advise the Companies under section 327(a) or section 328 of the Bankruptcy Code; provided, further, however, that if the Companies are required to file this RPSA publicly in any form, the Companies shall redact any signature pages hereto or file such signature pages under seal.
Holdings Information. Until the End Date, the Issuer shall, upon request by the Ad-Hoc Group’s Advisors, confirm the Aggregate Participating Creditor Debt represented as being held by Participating Creditors at the relevant time, as reported to the Issuer by the Lock-Up Agent, pursuant to the relevant Confidential Annexures and Accession Letters (as applicable) delivered by Participating Creditors and any subsequent updates to Participating Creditor Debt provided in any Transfer Notices. Each of the Issuer and the Lock-Up Agent agree and undertake to keep all Confidential Annexures and the information on holdings included in the Accession Letters and Transfer Notices (collectively, the “Holdings Information”) strictly private and confidential and shall not disclose any Holdings Information without the prior written consent of the relevant Participating Creditor, except that the Lock-Up Agent and the Issuer may disclose such information to the Issuer’s Advisors and the Ad-Hoc Group’s Advisors on a confidential basis. For certainty, all Confidential Annexures shall be redacted in the final, executed version of this Agreement to be distributed to the Parties hereto.
Holdings Information. 13.1 From time to time the Companies may provide the Intermediary with a partial listing of portfolio securities including but not limited to top contributors and detractors to portfolio performance owned by one or more FT Products and any such additional information relating to the FT Products that may not otherwise be publicly disseminated. Such listing of portfolio securities and any other non-public information is herein referred to as “Holdings Information”. The Intermediary will treat the Holdings Information as non-public and proprietary and agrees that the Holdings Information will be kept strictly confidential and will not be disclosed or disseminated to any third party regardless of whether the Holdings Information is marked or identified as proprietary or confidential.
13.2 The Intermediary represents that it will not:
(a) purchase or sell any portfolio securities listed in the Holdings Information on the basis of any information contained in Holdings Information; and
(b) trade against any of the FT Products or knowingly engage in any trading practices that are adverse to any of the Companies or any of the FT Products on the basis of the Holdings Information; and
(c) trade in shares of any US registered investment company, sponsored by Franklin ▇▇▇▇▇▇▇▇▇ Investments, that is substantially similar to the relevant FT Product on the basis of the Holdings Information.
13.3 The Intermediary acknowledges that the Holdings Information constitutes a valuable asset of the Companies and agrees to be liable to each Company both for the Company itself and as agent on behalf of Franklin ▇▇▇▇▇▇▇▇▇ Investments and any FT Product to which the Holdings Information pertains for any claim or damages including any costs, counsel fees and expenses incurred in investigating or defending any such claim that results from the Intermediary’s breach (including but not limited to the dissemination, disclosure or other unauthorised use of the Holdings Information) of this clause 12. Further, the Intermediary acknowledges that damages alone would not be an adequate remedy for any breach of the provisions of this clause 12 and, accordingly, without prejudice to any and all other rights or remedies, the Intermediary acknowledges that the Companies shall be entitled to the remedies of injunction, specific performance and other equitable relief for any threatened or actual breach of the provisions of this clause 12.
13.4 The Intermediary’s nondisclosure obligations set out above...
Holdings Information. Except as required by applicable law, no Party or its advisors shall disclose to any person or entity (including, for the avoidance of doubt, any other Consenting Creditor), other than the Company Parties or advisors to the Company Parties, the principal amount or percentage of claims and/or interests held by the applicable Consenting Creditor without such Consenting Creditors’ prior written consent; provided that (a) if such disclosure is required by law, subpoena or other legal process or regulation, the disclosing Party shall afford the relevant Consenting Creditor a reasonable opportunity to review and comment before such disclosure and shall take all reasonable measures to limit such disclosure, (b) the foregoing shall not prohibit the disclosure of the aggregate percentage or aggregate principal amount held by all Consenting Creditors collectively, and (c) any Party may disclose information requested by a U.S. federal or state regulatory authority with jurisdiction over its operations to such authority without limitation or notice to any Party or other person or entity. Any public filing of this Agreement which includes executed signature pages to this Agreement shall include such signature pages only in redacted form with respect to the holdings of each Consenting Creditors.
Holdings Information. Except as required by applicable law, no Party or its advisors shall disclose to any person or entity (including, for the avoidance of doubt, any other Consenting Stakeholder), other than advisors to the Company Parties, the principal amount or percentage of Notes held by the applicable Consenting Stakeholder without such Consenting Stakeholder’s prior written consent; provided that (a) if such disclosure is required by law, subpoena or other legal process or regulation, the disclosing Party shall afford the relevant Consenting Noteholder a reasonable opportunity to review and comment before such disclosure and shall take all reasonable measures to limit such disclosure, (b) the foregoing shall not prohibit the disclosure of the aggregate percentage or aggregate principal amount of Notes and RBL Claims held by all Consenting Stakeholders collectively and (c) any Party may disclose information requested by a U.S. federal or state regulatory authority with jurisdiction over its operations to such authority without limitation or notice to any Party or other person or entity. Any public filing or other disclosure of this Agreement which includes executed signature pages to this Agreement shall include such signature pages only in redacted form with respect to the holdings of each Consenting Stakeholder.