Mutual Covenants Regarding Confidentiality Clause Samples

Mutual Covenants Regarding Confidentiality. Covenants of the Borrower, the Servicer, the Backup Servicer, the Account Bank and the Collateral Custodian 117 Section 12.02. Covenants of the Administrative Agent and the Lenders 117 Section 12.03. Non-Confidentiality of Tax Treatment and Tax Structure 119 Section 13.01. Amendments and Waivers 119 Section 13.02. Notices, Etc. 120 Section 13.03. No Waiver, Rights and Remedies 120 Section 13.04. Binding Effect 120 Section 13.05. Term of this Agreement 120 Section 13.06. GOVERNING LAW; CONSENT TO JURISDICTION; WAIVER OF OBJECTION TO VENUE 120 Section 13.07. WAIVER OF JURY TRIAL 121 Section 13.08. Costs and Expenses 121 Section 13.09. No Insolvency Proceedings 121 Section 13.10. Recourse Against Certain Parties 121 Section 13.11. Patriot Act Compliance 122 Section 13.12. Execution in Counterparts; Electronic Signatures; Severability; Integration 122 Schedule A – Lender Commitments SA-1 Schedule B – Eligible Receivable Criteria SB-1 Schedule C – Schedule of Accounts SC-1 Schedule D – Location of Receivable Files SD-1 Schedule E – Schedule of Documents SE-1 Schedule F – Initial List of Competitors SF-1 Exhibit A – Form of Funding Request A-1 Exhibit B – Form of Assignment and Acceptance B-1 Exhibit C – Credit and Collection Policy C-1 Exhibit D – Form of Power of Attorney D-1 Exhibit E – Form of Take-out Release E-1 Exhibit F – Form of Monthly Report F-1 Exhibit G – Forms of U.S. Tax Compliance Certificates G-1 This Loan Agreement, dated as of August 30, 2022 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is by and among LENDBUZZ FLOORPLAN SPV I, LLC, a Delaware limited liability company, as borrower (the “Borrower”), LENDBUZZ FLOORPLAN, LLC, a Massachusetts limited liability company (“Lendbuzz Floorplan”), as servicer (in such capacity, the “Servicer”) and as collateral custodian (in such capacity, the “Collateral Custodian”) for the Secured Parties (as defined herein), the Lenders from time to time parties hereto (the “Lenders”), and REGIONS BANK, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).

Mutual Covenants Regarding Confidentiality. Prior to the Closing, the Confidentiality Agreement between the parties dated October 18, 2021, as amended on November 12, 2021 (the “Confidentiality Agreement”), shall apply with respect to information furnished by the Company, the Sellers, or their Representatives thereunder or hereunder. If this Agreement is, for any reason, terminated prior to the Closing, the Confidentiality Agreement and the provisions of this Section 5.6 shall nonetheless continue in full force and effect. From and after the Closing, the Sellers will keep confidential and not reveal, report, publish, disclose or transfer any information obtained by the Sellers in connection with this Agreement, including information regarding the negotiations of this Agreement and the amount of the Purchase Price, other than to its Representatives who have a need to know such information (the “Confidential Information”), and will use such Confidential Information solely in connection with the transactions contemplated by this Agreement. Notwithstanding the foregoing limitations (but without modifying the Confidentiality Agreement), no party to this Agreement will be required to keep confidential information that (a) is known or available through other lawful sources not bound by a confidentiality obligation, directly or indirectly, with the Purchaser or otherwise prohibited from disclosing such information, (b) is or becomes publicly known or generally known in the industry through no fault of the Sellers or his, her or its Representatives, (c) is developed by any Seller or the Purchaser, as applicable, independently of the disclosure by the disclosing party without reliance on the Confidential Information, (d) is required to be disclosed pursuant to Law (including securities Laws of any jurisdiction and rules and regulations of any applicable stock exchange), provided the non-disclosing party is given reasonable prior notice or consents thereto, (e) relates solely to the income Tax aspects and consequences of the transactions contemplated by this Agreement; (f) is disclosed in connection with the Purchaser’s or any Seller’s, as applicable, performance, enforcement and/or defense of any rights or obligations under this Agreement, the Transaction Documents or in connection with the transactions contemplated hereby or thereby or (g) is disclosed in connection with any Individual Seller’s duties as an employee of the Company or the Purchaser (if applicable).

Mutual Covenants Regarding Confidentiality. Except as required by Law (including Purchaser’s obligations under the Exchange Act), Purchaser, Company and Sellers shall each keep confidential and not directly or indirectly reveal, report, publish, disclose or transfer any information regarding the Purchaser, Company, and negotiations preceding this Agreement other than to its Representatives, and each will use such information solely in connection with the transactions contemplated by this Agreement, and if the transactions contemplated hereby are not consummated for any reason, each shall return to the other, without retaining any copies thereof, any schedules, documents or other written information obtained from the other in connection with this Agreement and the transactions contemplated hereby and shall cause all of its Representatives to whom it may have disclosed such information to do the same. Following the Closing, Sellers shall keep confidential and not directly or indirectly reveal, report, publish, disclose or transfer any Confidential Information and will not use such information for their own benefit or for the benefit of any other Person (other than Company and Purchaser) and shall cause all of their Representatives to do the same. Notwithstanding the foregoing limitations, no party to this Agreement shall be required to keep confidential or return any information that (i) is known or available through other lawful sources not bound by a confidentiality agreement with the disclosing party; (ii) is or becomes publicly known or generally known in the industry through no fault of the receiving party or its agents; (iii) is developed by the receiving party independently of the disclosure by the disclosing party; (iv) is requested or required to be disclosed pursuant to Law (including securities Laws of any jurisdiction and rules and regulations of any applicable stock exchange), provided the other parties are given reasonable prior notice or consent thereto; or (v) relates solely to the income tax aspects and consequences of the transactions contemplated by this Agreement.

Mutual Covenants Regarding Confidentiality. 17 Section 3.1

Mutual Covenants Regarding Confidentiality. Section 12.01. Covenants of the Borrower and the Servicer 78 Section 12.02. Covenants of the Deal Agent, the Agents and the Lenders 79 Section 12.03. Non-Confidentiality of Tax Treatment and Tax Structure 81 ARTICLE XIII MISCELLANEOUS Section 13.01. Amendments and Waivers 81 Section 13.02. Notices, Etc 82 Section 13.03. No Waiver, Rights and Remedies 82 Section 13.04. Binding Effect 82 Section 13.05. Term of this Agreement 82

Mutual Covenants Regarding Confidentiality. 39 6.1 Covenants.........................................................39 6.2

Mutual Covenants Regarding Confidentiality. Buyer, the Company and each Seller, will each keep confidential and not directly or indirectly reveal, report, publish or disclose the terms and conditions of this Agreement, including the amount of the Purchase Price, without the prior written consent of Buyer and the Company (prior to the Closing) or Seller Representative (following the Closing), except to the extent required by (a) applicable Law, or (b) rules of any securities exchange on which securities of Buyer or its Affiliates are listed.

Mutual Covenants Regarding Confidentiality. Covenants of the Borrower, the Servicer, the Backup Servicer, the Account Bank and the Custodian

Mutual Covenants Regarding Confidentiality. Covenants of the Borrower, the Servicer, the Image File Custodian and the Backup Servicer. Each of the Borrower, the Servicer, the Backup Servicer and the Image File Custodian, severally and with respect to itself only, covenants and agrees to hold in confidence, and not disclose to any Person, the terms of this Agreement (including any fees payable in connection with this Agreement or the identity of the Lenders under this Agreement), except as the Administrative Agent or any such Lender may have consented to in writing prior to any proposed disclosure and except that it may disclose such information (i) to its Advisors, officers, directors, employees, lenders, investors, potential investors, agents, auditors, subservicers or representatives, (ii) to the extent such information has become available to the public other than as a result of a disclosure by or through the Borrower, the Servicer, the Backup Servicer or the Image File Custodian, (iii) to Credit Suisse, ▇▇▇▇▇ Fargo Bank, National Association or their respective Affiliates or (iv) to the extent it should be (a) required by Applicable Law (including filing a copy of this Agreement and the other Basic Documents (other than any fee related letters)) as exhibits to filings required to be made with the SEC, or in connection with any legal or regulatory proceeding, (b) requested by any Governmental Authority to disclose such information or (c) requested by any nationally recognized statistical rating organization; provided, that, in the case of clause (iv)(a), the Borrower, the Servicer, the Backup Servicer and the Image File Custodian, as applicable, will (unless otherwise prohibited by Applicable Law) notify the Administrative Agent and the Lenders of its intention to make any such disclosure prior to making such disclosure. The provisions of this Section 14.01 shall survive for two years following the termination of this Agreement.