Common use of Limits on Use of Documents Clause in Contracts

Limits on Use of Documents. (1) It is understood and agreed that all Documents and information made available or provided by 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 Proceedings, and shall not be used directly or indirectly for any other purpose, except to the extent that the Documents or information are or become publicly available. For greater certainty, the Quebec Plaintiff can use the Documents and information produced by the Settling Defendants in the Ontario Proceeding for the purpose of prosecuting the claims in the Quebec Proceeding from and after the Execution Date, subject to the obligations under this Settlement Agreement, including those set out in section 4.2(4). Once a confidentiality order is issued in the Ontario Proceeding, Quebec Counsel shall obtain a parallel confidentiality order from the Quebec Court as soon as is reasonably possible. The Plaintiffs and Class Counsel agree they will not disclose the Documents and information provided by the Settling Defendants beyond what is reasonably necessary for the prosecution of the Proceedings or as otherwise required by law, except to the extent that the Documents or information are or become publicly available. Subject to the foregoing, Class Counsel shall take reasonable precautions to ensure and maintain the confidentiality of such Documents and information, and of any work product of Class Counsel that discloses such Documents and information. (2) If the Plaintiffs intend to produce or file in the Proceedings any Documents or other information provided by the Settling Defendants as cooperation under the Settlement Agreement (and such disclosure is not otherwise prohibited by the Settlement Agreement) which were designated as Confidential or Highly Confidential under the U.S. Protective Order or 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 Proceedings that applies to the Documents and information provided as cooperation by the Settling Defendants, Class Counsel 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, in order that the Settling Defendants may intervene for the purposes of obtaining a sealing or confidentiality order or similar relief. The Plaintiffs and Class Counsel shall not produce or file the confidential information or Documents until the Settling Defendants’ motion has been decided and all applicable appeal periods have expired except, so as not to delay prosecution of the Proceedings, Class Counsel may 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 they will keep the Documents or information on an external-counsel only basis until the Settling Defendants’ motion has been decided and all applicable appeal periods have expired. (3) In the event that a Person requests disclosure of Documents or information provided by the Settling Defendants as cooperation under this Settlement Agreement which were designated as Confidential or Highly Confidential under the U.S. Protective Order or 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”, 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 Proceedings that applies to the Documents and information provided as cooperation by the Settling Defendants, Class Counsel shall provide notice to the Settling Defendants promptly upon becoming aware of 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 all applicable appeal periods have expired, except: (i) to the extent such information or Documents are or become otherwise publicly available; (ii) as ordered to do so by a Court; or (iii) in the event that the Person making the request is a Non-Settling Defendant, so as not to delay prosecution of the Proceedings, Class Counsel may provide, on an interim basis, Documents or information to counsel for the Non-Settling Defendant provided that counsel for the Non-Settling Defendant agrees and give assurances that it will keep the Documents or information on an external-counsel only basis until the Settling Defendants’ motion has been decided and all applicable appeal periods have expired. (4) Notwithstanding any other provision of this Settlement Agreement, until such time as a confidentiality order is in place in the Ontario and Quebec Proceedings that applies to the Documents and information provided as cooperation by the Settling Defendants, Class Counsel shall treat any Documents received from the Settling Defendants and designated as Confidential or Highly Confidential in accordance with the provisions of the U.S.

Limits on Use of Documents. (1) It is understood and agreed that all Documents documents and information made available or provided by 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 Proceedings, and shall not be used directly or indirectly for any other purpose, except to the extent that the Documents or information are or become publicly available. For greater certainty, the Quebec Plaintiff can use the Documents and information produced by the Settling Defendants in the Ontario Proceeding for the purpose of prosecuting the claims in the Quebec Proceeding from and after the Execution Date, subject to the obligations under this Settlement Agreement, including those set out in section 4.2(4). Once a confidentiality order is issued in the Ontario Proceeding, Quebec Counsel shall obtain a parallel confidentiality order from the Quebec Court as soon as is reasonably possible. The Plaintiffs and Class Counsel agree they will not disclose the Documents documents and information provided by the Settling Defendants beyond what is reasonably necessary for the prosecution of the Proceedings or as otherwise required by law, except to the extent that the Documents or information are or become publicly available. Subject to the foregoing, Class Counsel shall take reasonable precautions to ensure and maintain the confidentiality of such Documents documents and information, and of any work product of Class Counsel that discloses such Documents documents and information. (2) If Subject to any court order with respect to confidentiality, if the Plaintiffs intend Plaintiff or Class Counsel intends to produce or file in the Proceedings Proceeding any Documents documents or other information provided by the Settling Defendants as cooperation under the Settlement Agreement (and such disclosure is not otherwise prohibited by the Settlement Agreement) which were designated as Confidential or Highly Confidential under the U.S. Protective Order or 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 Proceedings that applies to the Documents and information provided as cooperation by the Settling Defendants”, Class Counsel shall provide the Settling Defendants with an advance description of the Documents documents or other information sought to be produced or filed in the Proceeding at least thirty (30) days in advance of the proposed production or filing, in order that the Settling Defendants may intervene for the purposes of obtaining a sealing or confidentiality order or similar relief. The Plaintiffs If the Settling Defendants intervene for this purpose, the Plaintiff, Settlement Class Members and Class Counsel shall not produce or file the confidential information or Documents until oppose any reasonable position taken by the Settling Defendants’ motion has been decided and all applicable appeal periods have expired except, so as not Defendants relating to delay prosecution the terms of the Proceedings, Class Counsel may provide, on an interim basis, Documents such order or information to counsel for the Non-Settling Defendants provided that counsel for the Non-Settling Defendants agree and give assurances that they will keep the Documents or information on an external-counsel only basis until the Settling Defendants’ motion has been decided and all applicable appeal periods have expiredother relief. (3) In Subject to any court order with respect to confidentiality, in the event that a Person requests disclosure of Documents applies for an order requiring the Plaintiff or Settlement Class Members to disclose or produce any documents or other information provided by the Settling Defendants as cooperation under this Settlement Agreement which were designated as Confidential or Highly Confidential under the U.S. Protective Order or 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”, 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 Proceedings that applies to the Documents and information provided as cooperation by the Settling Defendants, Class Counsel shall provide notice to notify the Settling Defendants of such application promptly upon becoming aware of it in order that the Settling Defendants may intervene to oppose such disclosure or production. In no circumstances shall the Plaintiffs Plaintiff, Settlement Class Members 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 all applicable appeal periods have expired, except: (i) to the extent such information or Documents are or become otherwise publicly available; (ii) as ordered to do so by a Court; or (iii) in the event that the Person making the request is a Non-Settling Defendant, so as not to delay prosecution of the Proceedings, Class Counsel may provide, on an interim basis, Documents or information to counsel for the Non-Settling Defendant provided that counsel for the Non-Settling Defendant agrees and give assurances that it will keep the Documents or information on an external-counsel only basis until the Settling Defendants’ motion has been decided and all applicable appeal periods have expired. (4) Notwithstanding any other provision of this Settlement Agreement, until such time as a confidentiality order is in place in the Ontario and Quebec Proceedings that applies to the Documents and information provided as cooperation by the Settling Defendants, Class Counsel shall treat any Documents received from the Settling Defendants and designated as Confidential or Highly Confidential in accordance with the provisions of the U.S.

Limits on Use of Documents. (1) It is understood and agreed that all Documents and information documents made available or provided by the Settling Defendants Defendant to the Plaintiffs and Class Counsel under this Settlement Agreement Agreement, shall be used only in connection with the prosecution of the claims in the ProceedingsProceedings and/or First Ontario Action, and shall not be used directly or indirectly for any other purpose, except to the extent that the Documents or information documents are or become otherwise publicly available. For greater certainty, the Quebec Plaintiff can use the Documents and information produced by the Settling Defendants in the Ontario Proceeding for the purpose of prosecuting the claims in the Quebec Proceeding from and after the Execution Date, subject to the obligations under this Settlement Agreement, including those set out in section 4.2(4). Once a confidentiality order is issued in the Ontario Proceeding, Quebec Counsel shall obtain a parallel confidentiality order from the Quebec Court as soon as is reasonably possible. The Plaintiffs and Class Counsel agree they will not publicize or disclose the Documents and information or documents provided by the Settling Defendants Defendant beyond what is reasonably necessary for the prosecution of the Proceedings and/or First Ontario Action or as otherwise required by law, except to the extent that the Documents or information documents are or become otherwise publicly available. Subject to the foregoing, Class Counsel shall take reasonable precautions to ensure and maintain the confidentiality of such Documents documents and information, and of any work product of Class Counsel that discloses such Documents documents and information. (2) If the Plaintiffs or Class Counsel intend to produce for discovery or file with any Court in the Proceedings and/or First Ontario Action any Documents or other information documents provided by the Settling Defendants Defendant as cooperation under the Settlement Agreement (and such disclosure is not otherwise prohibited by the this Settlement Agreement) which were designated as Confidential or Highly Confidential under the U.S. Protective Order or 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 Proceedings that applies to the Documents and information provided as cooperation by the Settling Defendants), Class Counsel shall provide the Settling Defendants Defendant with an advance description of the Documents or other information documents sought to be produced or filed at least thirty (30) days in advance of the proposed production or filing, in order that the Settling Defendants Defendant may intervene for the purposes of obtaining move to obtain a sealing or confidentiality order or similar relief. If the Settling Defendant so moves, the Plaintiffs and Class Counsel shall not oppose the Settling Defendant’s motion, provided that the terms and scope of the order sought are reasonable and are analogous to those obtained in similar antitrust class actions ongoing in Ontario, British Columbia, and Quebec, as applicable. The Plaintiffs and Class Counsel shall not produce or file the confidential information or Documents documents until the Settling Defendants’ Defendant's motion has been decided and all applicable appeal periods have expired expired, except, so as not to delay prosecution of the ProceedingsProceedings and/or First Ontario Action, Class Counsel may provide, on an interim basis, Documents documents or information to counsel for the Non-Settling Defendants Defendant provided that counsel for the Non-Settling Defendants agree and give assurances that they will keep the Documents documents or information on an external-counsel only basis until the Settling Defendants’ Defendant's motion has been decided and all applicable appeal periods have expired. (3) In the event that a Person requests disclosure of Documents or information provided by the Settling Defendants as cooperation under this Settlement Agreement which were designated as Confidential or Highly Confidential under the U.S. Protective Order or 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”, 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 Proceedings that applies to the Documents and information documents provided as cooperation by the Settling DefendantsDefendant as cooperation under this Settlement Agreement, Class Counsel shall provide notice to notify the Settling Defendants Defendant of such application promptly upon becoming aware of it in order that the Settling Defendants Defendant 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 all applicable appeal periods have expired, except: (i) to the extent such information or Documents are or become otherwise publicly available; (ii) as ordered to do so by a Court; or (iii) in the event that the Person making the request is a Non-Settling Defendant, so as not to delay prosecution of the Proceedings, Class Counsel may provide, on an interim basis, Documents or information to counsel for the Non-Settling Defendant provided that counsel for the Non-Settling Defendant agrees and give assurances that it will keep the Documents or information on an external-counsel only basis until the Settling Defendants’ motion has been decided and all applicable appeal periods have expired. (4) Notwithstanding any other provision of this Settlement Agreement, until such time as a confidentiality order is in place in the Ontario and Quebec Proceedings that applies to the Documents and information provided as cooperation by the Settling Defendants, Class Counsel shall treat any Documents received from the Settling Defendants and designated as Confidential or Highly Confidential in accordance with the provisions of the U.S.