Limits on Use of Documents and Information. (1) The Plaintiffs and Class Counsel agree they will not disclose or use the documents and information provided by the Settling Defendants and/or Counsel for the Settling Defendants except as permitted by this Settlement Agreement. It is understood and agreed that all documents and information made available or provided by the Settling Defendants and/or Counsel for the Settling Defendants to the Plaintiffs and Class Counsel under this Settlement Agreement shall be used only in connection with the prosecution of the claims in the Proceeding or the Second Ontario Action (use in the Second Ontario Action being subject to a confidentiality order acceptable to the Settling Defendants being obtained in the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants) as against Persons who are not Releasees, and shall not be disclosed or used directly or indirectly for any other purpose, except to the extent that the documents or information are or become publicly available other than through breach of this Settlement Agreement or any applicable confidentiality or protective order. Even where disclosure is permitted by this Settlement Agreement, the Plaintiffs and Class Counsel shall not disclose such documents or information beyond what is reasonably necessary for the prosecution of the Proceeding and the Second Ontario Action or as otherwise required by law, except to the extent that the documents or information, are or become publicly available other than through breach of this Settlement Agreement or any applicable confidentiality or protective order. Except to the extent disclosure is expressly permitted by this Settlement Agreement, the Plaintiffs and Class Counsel shall make best efforts to ensure and maintain the confidentiality of the documents provided by the Settling Defendants and/or Counsel for the Settling Defendants, and of any work product of Class Counsel that discloses such documents and information. (2) Class Counsel shall use best efforts to obtain a confidentiality order in the Proceeding and the Second Ontario Action in a form acceptable to the Settling Defendants, acting reasonably. Class Counsel shall use best efforts to obtain such confidentiality order prior to the Effective Date. (3) If, to the extent permitted by this Settlement Agreement and any applicable confidentiality or protective order, the Plaintiffs intend to produce or file with the Court any documents or other information provided by the Settling Defendants and/or Counsel for the Settling Defendants, and there is not already a confidentiality order issued in the Proceeding and the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants, Class Counsel shall, at least thirty (30) days in advance of the proposed production or filing, file a motion for a confidentiality order in accordance with Section 4.2(2). The Plaintiffs and Class Counsel shall not produce or file the confidential information or documents until the motion for a confidentiality order has been decided in the Proceeding and the Second Ontario Action and the appeal period has expired, except, so as not to delay prosecution of the Proceeding or the Second Ontario Action, Class Counsel may seek the consent of the Settling Defendants, which consent shall not be unreasonably withheld, to provide, on an interim basis, documents or information to counsel for the Non-Settling Defendants provided that counsel for the Non-Settling Defendants agree and give assurances that the documents or information will remain with external counsel and will only be disclosed to independent expert(s) retained by a Party for the purposes of the Proceeding or the Second Ontario Action, as well as secretarial, clerical or other support personnel of such expert(s) to whom disclosure is reasonably necessary. An independent expert may not be an employee of a Plaintiff or Defendant in the Proceeding or the Second Ontario Action, or a competitor of the Settling Defendants. (4) In the event that a Person requests disclosure of documents or information provided by the Settling Defendants and/or Counsel for the Settling Defendants as cooperation under this Settlement Agreement which, at the time of being provided, were marked or designated by the Settling Defendants as “Confidential — Subject to Procedure Under Section 4.2(4) of the Settlement Agreement” and there is not already a confidentiality order issued in the Proceeding and the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants, Class Counsel shall forthwith proceed with a motion for a confidentiality order in accordance with Section 4.2(2) to seek confidentiality protection over such documents and information and provide notice to the Settling Defendants promptly upon becoming aware of the request in order that the Settling Defendants may intervene to oppose such disclosure or production. In no circumstances shall the Plaintiffs or Class Counsel apply for or consent to such an application for disclosure or production. The Plaintiffs and Class Counsel shall not disclose the confidential information or documents until the motion has been decided and a final order has been issued requiring production of such documents or information, and all applicable appeal periods have expired, except: (i) to the extent such information or documents are or become otherwise publicly available except through breach of this Settlement Agreement, any applicable confidentiality order or similar obligation; (ii) as ordered to do so by a Court; and (iii) in the event that the Person making the request is a Non-Settling Defendant who has brought a motion seeking to compel disclosure or production, so as not to delay prosecution of the Proceeding or the Second Ontario Action, Class Counsel may seek the consent of the Settling Defendants, which consent is not to be unreasonably withheld, to provide, on an interim basis, documents or information to counsel for the Non-Settling Defendant provided that counsel for the Non-Settling Defendant agree and give assurances that the documents or information will remain with external counsel and will only be disclosed to independent expert(s) retained by a Party for the purposes of the Proceeding or the Second Ontario Action, as well as secretarial, clerical or other support personnel of such expert(s) to whom disclosure is reasonably necessary. An independent expert may not be an employee of a Plaintiff or Defendant in the Proceeding or the Second Ontario Action or a competitor of the Settling Defendants. (5) In addition, the Plaintiffs and Class Counsel shall treat any documents and information received from the Settling Defendants as Highly Confidential in accordance with the provisions of the U.S. Protective Order and the Plaintiffs and Class Counsel agree to abide by the terms of the
Appears in 1 contract
Samples: Settlement Agreement
Limits on Use of Documents and Information. (1) The Plaintiffs and Class Counsel agree they will not disclose or use the documents and information provided by the Settling Defendants and/or Counsel for the Settling Defendants except as permitted by this Settlement Agreement. It is understood and agreed that all documents and information made available or provided by the Settling Defendants and/or Counsel for the Settling Defendants to the Plaintiffs and Class Counsel under this Settlement Agreement shall be used only in connection with the prosecution of the claims in the Proceeding or the Second Ontario Action (use in the Second Ontario Action being subject to a confidentiality order acceptable to the Settling Defendants being obtained in the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants) as against Persons who are not ReleaseesProceedings, and shall not be disclosed or used directly or indirectly for any other purpose, except to the extent that the documents or information are or become publicly available other than through breach of this Settlement Agreement or any applicable confidentiality or protective orderavailable. Even where disclosure is permitted by this Settlement Agreement, the The Plaintiffs and Class Counsel shall agree they will not disclose such the documents or and information provided by the Settling Defendants and/or Counsel for the Settling Defendants beyond what is reasonably necessary for the prosecution of the Proceeding and the Second Ontario Action Proceedings or as otherwise required by law, except to the extent that the documents or informationinformation were, are or become publicly available other than through breach of this Settlement Agreement or any applicable confidentiality or protective orderavailable. Except Subject to the extent disclosure is expressly permitted by this Settlement Agreementforegoing, the Plaintiffs and Class Counsel shall make best efforts take reasonable precautions to ensure and maintain the confidentiality of the such documents provided by the Settling Defendants and/or Counsel for the Settling Defendantsand information, and of any work product of Class Counsel that discloses such documents and information. Notwithstanding the foregoing, in the Proceedings in which there is no BC Action and/or Quebec Action, Ontario Class Counsel may disclose such information and documents to Camp Xxxxxxxx Xxxxxxxx Xxxxxxxx LLP and/or Siskinds Desmeules s.e.n.c.r.l., as applicable, to the extent that Camp Xxxxxxxx Xxxxxxxx Xxxxxxxx LLP and/or Siskinds Desmeules s.e.n.c.r.l. are assisting Ontario Class Counsel in the prosecution of that Proceeding and Camp Xxxxxxxx Xxxxxxxx Xxxxxxxx LLP and/or Siskinds Desmeules s.e.n.c.r.l. agree to keep such information confidential and only use it for the purpose of providing such assistance.
(2) Class Counsel shall use best efforts to obtain a confidentiality order in the Proceeding and the Second Ontario Action in a form acceptable to the Settling Defendants, acting reasonably. Class Counsel shall use best efforts to obtain such confidentiality order prior to the Effective Date.
(3) If, to the extent permitted by this Settlement Agreement and any applicable confidentiality or protective order, If the Plaintiffs intend to produce or file with the any Court any documents or other information provided by the Settling Defendants and/or Counsel for the Settling Defendants, and there is not already a confidentiality order issued in the Proceeding and the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants, Class Counsel shall, at least thirty (30) days in advance of the proposed production or filing, file a motion for a confidentiality order in accordance with Section 4.2(2). The Plaintiffs and Class Counsel shall not produce or file the confidential information or documents until the motion for a confidentiality order has been decided in the Proceeding and the Second Ontario Action and the appeal period has expired, except, so as not to delay prosecution of the Proceeding or the Second Ontario Action, Class Counsel may seek the consent of the Settling Defendants, which consent shall not be unreasonably withheld, to provide, on an interim basis, documents or information to counsel for the Non-Settling Defendants provided that counsel for the Non-Settling Defendants agree and give assurances that the documents or information will remain with external counsel and will only be disclosed to independent expert(s) retained by a Party for the purposes of the Proceeding or the Second Ontario Action, as well as secretarial, clerical or other support personnel of such expert(s) to whom disclosure is reasonably necessary. An independent expert may not be an employee of a Plaintiff or Defendant in the Proceeding or the Second Ontario Action, or a competitor of the Settling Defendants.
(4) In the event that a Person requests disclosure of documents or information provided by the Settling Defendants and/or Counsel for the Settling Defendants as cooperation under this the Settlement Agreement (and such disclosure is not otherwise prohibited by the Settlement Agreement) which, at the time of being provided, were marked or designated by the Settling Defendants as “Confidential — Subject to Procedure Under Section 4.2(4) 4.2 of the Settlement Agreement,” and there is not already a confidentiality order issued in the relevant Proceeding and the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants, Class Counsel shall forthwith proceed with a motion for a confidentiality order in accordance with Section 4.2(2) to seek confidentiality protection over such documents and information and provide notice to the Settling Defendants promptly upon becoming aware with an advance description of the request in order that the Settling Defendants may intervene to oppose such disclosure or production. In no circumstances shall the Plaintiffs or Class Counsel apply for or consent to such an application for disclosure or production. The Plaintiffs and Class Counsel shall not disclose the confidential information or documents until the motion has been decided and a final order has been issued requiring production of such documents or information, and all applicable appeal periods have expired, except: (i) to the extent such information or documents are or become otherwise publicly available except through breach of this Settlement Agreement, any applicable confidentiality order or similar obligation; (ii) as ordered to do so by a Court; and (iii) in the event that the Person making the request is a Non-Settling Defendant who has brought a motion seeking to compel disclosure or production, so as not to delay prosecution of the Proceeding or the Second Ontario Action, Class Counsel may seek the consent of the Settling Defendants, which consent is not to be unreasonably withheld, to provide, on an interim basis, documents or information to counsel for the Non-Settling Defendant provided that counsel for the Non-Settling Defendant agree and give assurances that the documents or other information will remain with external counsel and will only sought to be disclosed to independent expert(s) retained by a Party for the purposes of the Proceeding produced or the Second Ontario Action, as well as secretarial, clerical or other support personnel of such expert(s) to whom disclosure is reasonably necessary. An independent expert may not be an employee of a Plaintiff or Defendant in the Proceeding or the Second Ontario Action or a competitor of the Settling Defendants.
(5) In addition, the Plaintiffs and Class Counsel shall treat any documents and information received from the Settling Defendants as Highly Confidential in accordance with the provisions of the U.S. Protective Order and the Plaintiffs and Class Counsel agree to abide by the terms of thefiled at least thirty
Appears in 1 contract
Samples: National Settlement Agreement
Limits on Use of Documents and Information. (1) The Plaintiffs and Class Counsel agree they will not disclose or use the documents and information provided by the Settling Defendants and/or Counsel for the Settling Defendants except as permitted by this Settlement Agreement. It is understood and agreed that all documents and information made available or provided by the Settling Defendants and/or Counsel for the Settling Defendants to the Plaintiffs and Class Counsel under this Settlement Agreement shall be used only in connection with the prosecution of the claims in the Proceeding Proceedings or the Second Ontario Action (use in the Second Ontario Action being subject to a confidentiality order acceptable to the Settling Defendants being obtained in the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants) as against Persons who are not Releasees, and shall not be disclosed or used directly or indirectly for any other purpose, except to the extent that the documents or information are or become publicly available other than through breach of this Settlement Agreement or any applicable confidentiality or protective order. Even where disclosure is permitted by this Settlement Agreement, the Plaintiffs and Class Counsel shall not disclose such documents or information beyond what is reasonably necessary for the prosecution of the Proceeding Proceedings and the Second Ontario Action or as otherwise required by law, except to the extent that the documents or information, are or become publicly available other than through breach of this Settlement Agreement or any applicable confidentiality or protective order. Except to the extent disclosure is expressly permitted by this Settlement Agreement, the Plaintiffs and Class Counsel shall make best efforts to ensure and maintain the confidentiality of the documents provided by the Settling Defendants and/or Counsel for the Settling Defendants, and of any work product of Class Counsel that discloses such documents and information.
(2) Class Counsel shall use best efforts to obtain a confidentiality order in the Proceeding and the Second Ontario Action in a form acceptable to the Settling Defendants, acting reasonably. Class Counsel shall use best efforts to obtain such confidentiality order prior to the Effective Date.
(3) If, to the extent permitted by this Settlement Agreement and any applicable confidentiality or protective order, the Plaintiffs intend to produce or file with the Court any documents or other information provided by the Settling Defendants and/or Counsel for the Settling Defendants, and there is not already a confidentiality order issued in the Proceeding and the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants, Class Counsel shall, at least thirty (30) days in advance of the proposed production or filing, file a motion for a confidentiality order in accordance with Section 4.2(2). The Plaintiffs and Class Counsel shall not produce or file the confidential information or documents until the motion for a confidentiality order has been decided in the Proceeding and the Second Ontario Action and the appeal period has expired, except, so as not to delay prosecution of the Proceeding or the Second Ontario Action, Class Counsel may seek the consent of the Settling Defendants, which consent shall not be unreasonably withheld, to provide, on an interim basis, documents or information to counsel for the Non-Settling Defendants provided that counsel for the Non-Settling Defendants agree and give assurances that the documents or information will remain with external counsel and will only be disclosed to independent expert(s) retained by a Party for the purposes of the Proceeding or the Second Ontario Action, as well as secretarial, clerical or other support personnel of such expert(s) to whom disclosure is reasonably necessary. An independent expert may not be an employee of a Plaintiff or Defendant in the Proceeding or the Second Ontario Action, or a competitor of the Settling Defendants.
(4) In the event that a Person requests disclosure of documents or information provided by the Settling Defendants and/or Counsel for the Settling Defendants as cooperation under this Settlement Agreement which, at the time of being provided, were marked or designated by the Settling Defendants as “Confidential — Subject to Procedure Under Section 4.2(4) of the Settlement Agreement” and there is not already a confidentiality order issued in the Proceeding and the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants, Class Counsel shall forthwith proceed with a motion for a confidentiality order in accordance with Section 4.2(2) to seek confidentiality protection over such documents and information and provide notice to the Settling Defendants promptly upon becoming aware of the request in order that the Settling Defendants may intervene to oppose such disclosure or production. In no circumstances shall the Plaintiffs or Class Counsel apply for or consent to such an application for disclosure or production. The Plaintiffs and Class Counsel shall not disclose the confidential information or documents until the motion has been decided and a final order has been issued requiring production of such documents or information, and all applicable appeal periods have expired, except: (i) to the extent such information or documents are or become otherwise publicly available except through breach of this Settlement Agreement, any applicable confidentiality order or similar obligation; (ii) as ordered to do so by a Court; and (iii) in the event that the Person making the request is a Non-Settling Defendant who has brought a motion seeking to compel disclosure or production, so as not to delay prosecution of the Proceeding or the Second Ontario Action, Class Counsel may seek the consent of the Settling Defendants, which consent is not to be unreasonably withheld, to provide, on an interim basis, documents or information to counsel for the Non-Settling Defendant provided that counsel for the Non-Settling Defendant agree and give assurances that the documents or information will remain with external counsel and will only be disclosed to independent expert(s) retained by a Party for the purposes of the Proceeding or the Second Ontario Action, as well as secretarial, clerical or other support personnel of such expert(s) to whom disclosure is reasonably necessary. An independent expert may not be an employee of a Plaintiff or Defendant in the Proceeding or the Second Ontario Action or a competitor of the Settling Defendants.
(5) In addition, the Plaintiffs and Class Counsel shall treat any documents and information received from the Settling Defendants as Highly Confidential in accordance with the provisions of the U.S. Protective Order and the Plaintiffs and Class Counsel agree to abide by the terms of the
Appears in 1 contract
Samples: Settlement Agreement
Limits on Use of Documents and Information. (1) The Plaintiffs and Class Counsel agree they will not disclose or use the documents and information provided by the Settling Defendants and/or Counsel for the Settling Defendants except as permitted by this Settlement Agreement. It is understood and agreed that all documents and information made available or provided by the Settling Defendants and/or Counsel for the Settling Defendants to the Plaintiffs and Class Counsel under this Settlement Agreement shall be used only in connection with the prosecution of the claims in the Proceeding or and the Second Ontario Action (use in the Second Ontario Action being subject to a confidentiality order acceptable to the Settling Defendants being obtained in the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants) as against Persons who are not ReleaseesAction, and shall not be disclosed or used directly or indirectly for any other purpose, except to the extent that the documents or information are or become publicly available other than through breach of this Settlement Agreement or any applicable confidentiality or protective orderavailable. Even where disclosure is permitted by this Settlement Agreement, the The Plaintiffs and Class Counsel shall agree they will not disclose such the documents or and information provided by the Settling Defendants and/or Counsel for the Settling Defendants beyond what is reasonably necessary for the prosecution of the Proceeding and the Second Ontario Action or as otherwise required by law, except to the extent that the documents or information, information are or become publicly available other than through breach of this Settlement Agreement or any applicable confidentiality or protective orderavailable. Except Subject to the extent disclosure is expressly permitted by this Settlement Agreementforegoing, the Plaintiffs and Class Counsel shall make best efforts take reasonable precautions to ensure and maintain the confidentiality of the such documents provided by the Settling Defendants and/or Counsel for the Settling Defendantsand information, and of any work product of Class Counsel that discloses such documents and information.
(2) . Notwithstanding the foregoing, Class Counsel shall use best efforts may disclose such information and documents to obtain a confidentiality order Camp Xxxxxxxx Xxxxxxxx Xxxxxxxx LLP, to the extent that Camp Xxxxxxxx Xxxxxxxx Xxxxxxxx LLP is assisting Class Counsel in the prosecution of the Proceeding and the Second Ontario Action in a form acceptable and they agree to keep such information confidential and only use it for the Settling Defendants, acting reasonably. Class Counsel shall use best efforts to obtain purpose of providing such confidentiality order prior to the Effective Dateassistance.
(32) If, to the extent permitted by this Settlement Agreement and any applicable confidentiality or protective order, If the Plaintiffs intend to produce or file with in the Court Proceeding or the Second Ontario Action any documents or other information provided by the Settling Defendants and/or Counsel for the Settling DefendantsDefendants as cooperation under the Settlement Agreement (and such disclosure is not otherwise prohibited by the Settlement Agreement) which, at the time of being provided, were marked or designated by the Settling Defendants as “Confidential — Subject to Procedure Under Section 4.2(2) of the Settlement Agreement,” and there is not already a confidentiality order issued in the Proceeding and or the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants, Class Counsel shall, shall provide the Settling Defendants with an advance description of the documents or other information sought to be produced or filed at least thirty (30) days in advance of the proposed production or filing, file in order that the Settling Defendants may move to obtain a motion for a sealing or confidentiality order in accordance with Section 4.2(2)or similar relief. The If, within that thirty (30) day period, a Settling Defendant so moves, the Plaintiffs and Class Counsel shall not produce or file the confidential information or documents until the earlier of: (i) one-hundred and ninety (190) days after being advised of such intention; or (ii) the Settling Defendants’ motion for a confidentiality order has been decided in and all applicable appeal periods have expired. Notwithstanding the Proceeding foregoing, the Plaintiffs and the Second Ontario Action and the appeal period has expired, exceptClass Counsel may, so as not to delay prosecution of the Proceeding or the Second Ontario Action, Class Counsel may (i) file or seek to file such documents or information with the consent Court in sealed envelopes or other appropriate containers, segregated from the public record, endorsed with the title of the Settling Defendants, action and the following statement: “This envelope/box/container containing documents which consent are filed by [name of Party] and subject to a pending confidentiality motion is not to be opened nor the contents thereof to be displayed or revealed to any non-Court personnel except by order of the Court” and such records shall not be unreasonably withheld, to provide, form part of the public record in the Proceeding or the Second Ontario Action except upon order of the Court or by agreement of all Parties and/or the Settling Defendant whose confidential information is contained therein; and (ii) provide on an interim basis, documents or information to counsel for the Non-Settling Defendants provided that counsel for the Non-Settling Defendants agree and give assurances that the documents or information will remain with external counsel and will only be disclosed to independent expert(s) retained by a Party for the purposes of the Proceeding or the Second Ontario Action, as well as secretarial, clerical or other support personnel of such expert(s) to whom disclosure is reasonably necessary. An independent expert may not be an employee of a Plaintiff or Defendant in the Proceeding or and the Second Ontario Action, or a competitor of the Settling Defendants. In addition, if a Settling Defendant intervenes for this purpose, the Plaintiffs and Class Counsel shall not oppose a motion to intervene made by the Settling Defendants for this purpose, provided that the form and content of the requested order is similar in substance to the order issued by the Ontario Court in Ontario Superior Court of Justice Court File No. CV-12- 44673700CP, dated July 15, 2015.
(43) In the event that a Person requests disclosure of documents or information provided by the Settling Defendants and/or Counsel for the Settling Defendants as cooperation under this Settlement Agreement which, at the time of being provided, were marked or designated by the Settling Defendants as “Confidential — Subject to Procedure Under Section 4.2(44.2(2) of the Settlement Agreement” ”, whether or not the Person applies for an order requiring the Plaintiffs to disclose or produce any documents or other information, and there is not already a confidentiality order issued in the Proceeding and or the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants, Class Counsel shall forthwith proceed with a motion for a confidentiality order in accordance with Section 4.2(2) to seek confidentiality protection over such documents and information and provide notice to the Settling Defendants promptly upon becoming aware of the request it in order that the Settling Defendants may intervene to oppose such disclosure or production. In no circumstances shall the Plaintiffs or Class Counsel apply for or consent to such an application for disclosure or production. The Plaintiffs and Class Counsel shall not disclose the confidential information or documents until the Settling Defendants’ motion has been decided and a final order has been issued requiring production of such documents or information, and all applicable appeal periods have expired, except: (i) to the extent such information or documents are or become otherwise publicly available except through breach of this Settlement Agreement, any applicable confidentiality order or similar obligation; (ii) as ordered to do so by a Court; and (iii) in the event that the Person making the request is a Non-Settling Defendant who has brought a motion seeking to compel disclosure or production, so as not to delay prosecution of the Proceeding or the Second Ontario Action, Class Counsel may seek the consent of the Settling Defendants, which consent is not to be unreasonably withheld, to provide, on an interim basis, documents or information to counsel for the Non-Settling Defendant provided that counsel for the Non-Settling Defendant agree and give assurances that the documents or information will remain with external counsel and will only be disclosed to independent expert(s) retained by a Party for the purposes of the Proceeding or the Second Ontario Action, as well as secretarial, clerical or other support personnel of such expert(s) to whom disclosure is reasonably necessary. An independent expert may not be an employee of a Plaintiff or Defendant in the Proceeding or the Second Ontario Action or a competitor of the Settling Defendants.
(5) In addition, the Plaintiffs and Class Counsel shall treat any documents and information received from the Settling Defendants as Highly Confidential in accordance with the provisions of the U.S. Protective Order and the Plaintiffs and Class Counsel agree to abide by the terms of theavailable;
Appears in 1 contract
Samples: Settlement Agreement
Limits on Use of Documents and Information. (1) The Plaintiffs and Class Counsel agree they will not disclose or use the documents and information provided by the Settling Defendants and/or Counsel for the Settling Defendants except as permitted by this Settlement Agreement. It is understood and agreed that all documents and information made available or provided by the Settling Defendants and/or Counsel for the Settling Defendants to the Plaintiffs and Class Counsel under this Settlement Agreement shall be used only in connection with the prosecution of the claims in the Proceeding or and the Second Ontario Action (use in the Second Ontario Action being subject to a confidentiality order acceptable to the Settling Defendants being obtained in the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants) as against Persons who are not Releasees, and shall not be disclosed or used directly or indirectly for any other purpose, except to the extent that the documents or information are or become publicly available other than through breach of this Settlement Agreement or any applicable confidentiality or protective order. Even where disclosure is permitted by this Settlement Agreement, the Plaintiffs and Class Counsel shall not disclose such documents or information beyond what is reasonably necessary for the prosecution of the Proceeding and the Second Ontario Action or as otherwise required by law, except to the extent that the documents or information, are or become publicly available other than through breach of this Settlement Agreement or any applicable confidentiality or protective order. Except to the extent disclosure is expressly permitted by this Settlement Agreement, the Plaintiffs and Class Counsel shall make best efforts to ensure and maintain the confidentiality of the documents provided by the Settling Defendants and/or Counsel for the Settling Defendants, and of any work product of Class Counsel that discloses such documents and information.
(2) Class Counsel shall use best efforts to obtain a confidentiality order in the Proceeding and the Second Ontario Action in a form acceptable to the Settling Defendants, acting reasonably. Class Counsel shall use best efforts to obtain such confidentiality order prior to the Effective Date.
(3) If, to the extent permitted by this Settlement Agreement and any applicable confidentiality or protective order, the Plaintiffs intend to produce or file with the Court any documents or other information provided by the Settling Defendants and/or Counsel for the Settling Defendants, and there is not already a confidentiality order issued in the Proceeding and the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants, Class Counsel shall, at least thirty (30) days in advance of the proposed production or filing, file a motion for a confidentiality order in accordance with Section 4.2(2). The Plaintiffs and Class Counsel shall not produce or file the confidential information or documents until the motion for a confidentiality order has been decided in the Proceeding and the Second Ontario Action and the appeal period has expired, except, so as not to delay prosecution of the Proceeding or the Second Ontario Action, Class Counsel may seek the consent of the Settling Defendants, which consent shall not be unreasonably withheld, to provide, on an interim basis, documents or information to counsel for the Non-Settling Defendants provided that counsel for the Non-Settling Defendants agree and give assurances that the documents or information will remain with external counsel and will only be disclosed to independent expert(s) retained by a Party for the purposes of the Proceeding or the Second Ontario Action, as well as secretarial, clerical or other support personnel of such expert(s) to whom disclosure is reasonably necessary. An independent expert may not be an employee of a Plaintiff or Defendant in the Proceeding or the Second Ontario Action, or a competitor of the Settling Defendants.
(4) In the event that a Person requests disclosure of documents or information provided by the Settling Defendants and/or Counsel for the Settling Defendants as cooperation under this Settlement Agreement which, at the time of being provided, were marked or designated by the Settling Defendants as “Confidential — Subject to Procedure Under Section 4.2(4) of the Settlement Agreement” and there is not already a confidentiality order issued in the Proceeding and the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants, Class Counsel shall forthwith proceed with a motion for a confidentiality order in accordance with Section 4.2(2) to seek confidentiality protection over such documents and information and provide notice to the Settling Defendants promptly upon becoming aware of the request in order that the Settling Defendants may intervene to oppose such disclosure or production. In no circumstances shall the Plaintiffs or Class Counsel apply for or consent to such an application for disclosure or production. The Plaintiffs and Class Counsel shall not disclose the confidential information or documents until the motion has been decided and a final order has been issued requiring production of such documents or information, and all applicable appeal periods have expired, except: (i) to the extent such information or documents are or become otherwise publicly available except through breach of this Settlement Agreement, any applicable confidentiality order or similar obligation; (ii) as ordered to do so by a Court; and (iii) in the event that the Person making the request is a Non-Settling Defendant who has brought a motion seeking to compel disclosure or production, so as not to delay prosecution of the Proceeding or the Second Ontario Action, Class Counsel may seek the consent of the Settling Defendants, which consent is not to be unreasonably withheld, to provide, on an interim basis, documents or information to counsel for the Non-Settling Defendant provided that counsel for the Non-Settling Defendant agree and give assurances that the documents or information will remain with external counsel and will only be disclosed to independent expert(s) retained by a Party for the purposes of the Proceeding or the Second Ontario Action, as well as secretarial, clerical or other support personnel of such expert(s) to whom disclosure is reasonably necessary. An independent expert may not be an employee of a Plaintiff or Defendant in the Proceeding or the Second Ontario Action or a competitor of the Settling Defendants.
(5) In addition, the Plaintiffs and Class Counsel shall treat any documents and information received from the Settling Defendants as Highly Confidential in accordance with the provisions of the U.S. Protective Order and the Plaintiffs and Class Counsel agree to abide by the terms of the
Appears in 1 contract
Samples: Settlement Agreement
Limits on Use of Documents and Information. (1) The Plaintiffs and Class Counsel agree they will not disclose or use the documents and information provided by the Settling Defendants and/or Counsel for the Settling Defendants except as permitted by this Settlement Agreement. It is understood and agreed that all documents and information made available or provided by the Settling Defendants and/or Counsel for the Settling Defendants to the Plaintiffs and Class Counsel under this Settlement Agreement shall be used only in connection with the prosecution of the claims in the Proceeding or Proceedings and the Second Ontario Action (use in the Second Ontario Action being subject to a confidentiality order acceptable to the Settling Defendants being obtained in the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants) as against Persons who are not ReleaseesAction, and shall not be disclosed or used directly or indirectly for any other purpose, except to the extent that the documents or information are were, are, or become publicly available other than through breach of this Settlement Agreement or any applicable confidentiality or protective orderavailable. Even where disclosure is permitted by this Settlement Agreement, the The Plaintiffs and Class Counsel shall agree they will not disclose such the documents or and information provided by the Settling Defendants and/or Counsel for the Settling Defendants beyond what is reasonably necessary for the prosecution of the Proceeding Proceedings and the Second Ontario Action or as otherwise required by law, except to the extent that the documents or informationinformation were, are are, or become publicly available other than through breach of this Settlement Agreement or any applicable confidentiality or protective orderavailable. Except Subject to the extent disclosure is expressly permitted by this Settlement Agreementforegoing, the Plaintiffs and Class Counsel shall make best efforts take reasonable precautions to ensure and maintain the confidentiality of the such documents provided by the Settling Defendants and/or Counsel for the Settling Defendantsand information, and of any work product of Class Counsel that discloses such documents and information.
(2) Class Counsel shall use best efforts to obtain a confidentiality order in the Proceeding and the Second Ontario Action in a form acceptable to the Settling Defendants, acting reasonably. Class Counsel shall use best efforts to obtain such confidentiality order prior to the Effective Date.
(3) If, to the extent permitted by this Settlement Agreement and any applicable confidentiality or protective order, If the Plaintiffs intend to produce or file with in any of the Court Proceedings or the Second Ontario Action any documents or other information provided by the Settling Defendants and/or Counsel for the Settling DefendantsDefendants as cooperation under the Settlement Agreement (and such disclosure is not otherwise prohibited by the Settlement Agreement) which, at the time of being provided, were marked or designated by the Settling Defendants as “Confidential” or “Highly Confidential – Outside Attorneys Only,” and there is not already a confidentiality order issued in the relevant Proceeding and or the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants, Class Counsel shall, shall provide the Settling Defendants with an advance description of the documents or other information sought to be produced or filed at least thirty (30) days in advance of the proposed production or filing, file in order that the Settling Defendants may intervene for the purposes of obtaining a motion for a sealing or confidentiality order or similar relief. If, within the thirty (30) day period, a Settling Defendant does not so move, the Plaintiffs and Class Counsel can produce or file the information or documents in accordance with Section 4.2(2)the ordinary course. The If, within that thirty (30) day period, a Settling Defendant so moves, the Plaintiffs and Class Counsel shall not produce or file the confidential information or documents until the Settling Defendant’s motion for a confidentiality order has been decided in the Proceeding and the Second Ontario Action and the all applicable appeal period has periods have expired, exceptexcept as follows. Pending resolution of the motions, the Plaintiffs and Class Counsel may, so as not to delay prosecution of the relevant Proceeding or the Second Ontario Action, Class Counsel may seek (i) file such documents or information with the consent Ontario Court or the BC Court, as applicable, in sealed envelopes or other appropriate containers, segregated from the public record, endorsed with the title of the Settling Defendants, action and the following statement: “This envelope/box/container containing documents which consent are filed by [name of Party] and subject to a pending confidentiality motion is not to be opened nor the contents thereof to be displayed or revealed to any non-Court personnel except by order of the Ontario Court or the BC Court (as applicable)” and such records shall not be unreasonably withheldform part of the public record in the relevant Proceeding or the Second Ontario Action except upon order of the Ontario Court or the BC Court, to as applicable, or by agreement of all Parties and/or the Settling Defendant whose confidential information is contained therein; and (ii) provide, on an interim basis, documents or information to counsel for the Non-Settling Defendants provided that counsel for the Non-Settling Defendants agree and give assurances that that, until the Settling Defendants’ motions have been decided and all applicable appeal periods have expired, the documents or information will remain with external counsel and will only be disclosed to independent expert(s) retained by a Party Non- Settling Defendant for the purposes of the relevant Proceeding or the Second Ontario Action, as well as secretarial, clerical or other support personnel of such expert(s) to whom disclosure is reasonably necessary. An independent expert may not be an employee of a Plaintiff or Defendant in the Proceeding Proceedings or the Second Ontario Action, or a competitor of the Settling Defendants. In addition, if a Settling Defendant intervenes for this purpose, the Plaintiffs and Class Counsel shall not oppose a motion to intervene made by the Settling Defendants for this purpose, provided that the form and content of the requested order is similar in substance to the order issued by the Ontario Court in the Ontario Superior Court of Justice Court File No. CV-12-44673700CP, dated July 15, 2015. In the BC Action, any application for a sealing order brought pursuant to this Section 4.88(2) shall comply with Practice Direction 35—Sealing Order in Civil and Family Proceedings.
(43) In the event that a Person requests disclosure of documents or information provided by the Settling Defendants and/or Counsel for the Settling Defendants as cooperation under this Settlement Agreement which, at the time of being provided, were marked or designated by the Settling Defendants as “Confidential — Subject to Procedure Under Section 4.2(44.8(2) of the Settlement Agreement” ”, whether or not the Person applies for an order requiring the Plaintiffs to disclose or produce any documents or other information, and there is not already a confidentiality order issued in the Proceeding and one or more Proceedings or the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants, Class Counsel shall forthwith proceed with a motion for a confidentiality order in accordance with Section 4.2(2) to seek confidentiality protection over such documents and information and provide notice to the Settling Defendants promptly upon becoming aware of the request it in order that the Settling Defendants may intervene to oppose such disclosure or production. In no circumstances shall the Plaintiffs or Class Counsel apply for or consent to such an application for disclosure or production. The Plaintiffs and Class Counsel shall not disclose the confidential information or documents until the Settling Defendants’ motion has been decided and a final order has been issued requiring production of such documents information or information, and all applicable appeal periods have expireddocuments, except: (i) to the extent such information or documents are or become otherwise publicly available except through breach of this Settlement Agreement, any applicable confidentiality order or similar obligationavailable; (ii) as ordered to do so by a the Ontario Court or the BC Court, as applicable; and or (iii) in the event that the Person making the request is a Non-Settling Defendant who has brought a motion seeking to compel disclosure or productionDefendant, so as not to delay prosecution of the Proceeding Proceedings or the Second Ontario Action, Class Counsel may seek the consent of the Settling Defendants, which consent is not to be unreasonably withheld, to provide, on an interim basis, documents or information to counsel for the Non-Settling Defendant provided that counsel for the Non-Settling Defendant agree and give assurances that that, until the Settling Defendants’ motion has been decided and all applicable appeal periods have expired, the documents or information will remain with external counsel and will only be disclosed to independent expert(s) retained by a Party Non-Settling Defendant for the purposes of the Proceeding Proceedings or the Second Ontario Action, as well as secretarial, clerical or other support personnel of such expert(s) to whom disclosure is reasonably necessary. An independent expert may not be an employee of a Plaintiff or Defendant in the Proceeding Proceedings or the Second Ontario Action Action, or a competitor of the Settling Defendants.
(54) In addition, until such a time as a confidentiality order is in place in one or more of the Plaintiffs Proceedings or the Second Ontario Action that applies to the documents and information provided as cooperation by the Settling Defendants, Class Counsel shall treat any documents and information received from the Settling Defendants and designated as Confidential or Highly Confidential in accordance with the provisions of the U.S. Protective Order and the Plaintiffs and Class Counsel agree to abide by the terms of theU.S.
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Samples: Settlement Agreement
