Common use of No Release; Return or Destruction Clause in Contracts

No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information addressed in Section 6.9(a) to any other Person, except its Representatives who need to know such information in their capacities as such (who shall be advised of their obligations hereunder with respect to such information), and except in compliance with Section 6.10. Without limiting the foregoing, when any such information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, each Party will promptly after request of the other Party either return to the other Party all such information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such information (and such copies thereof and such notes, extracts or summaries based thereon).

Appears in 18 contracts

Samples: Separation and Distribution Agreement (Vornado Realty Lp), Separation and Distribution Agreement (JBG SMITH Properties), Master Transaction Agreement (JBG SMITH Properties)

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No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information addressed in Section 6.9(a) to any other Person, except its Representatives who need to know such information in their capacities as such (who shall be advised of their obligations hereunder with respect to such information), and except in compliance with Section 6.10. Without limiting the foregoing, when any such information is no longer needed for the purposes contemplated by this Agreement, the Merger Agreement or any Ancillary Agreement, each Party will promptly after request of the other Party either return to the other Party all such information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such information (and such copies thereof and such notes, extracts or summaries based thereon).

Appears in 6 contracts

Samples: Separation and Distribution Agreement (Atlas Energy, L.P.), Separation and Distribution Agreement (Targa Resources Partners LP), Separation and Distribution Agreement (Atlas Energy Group, LLC)

No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information addressed in Section 6.9(a) to any other Person, except its Representatives who need to know such information in their capacities as such (who shall be advised of their obligations hereunder with respect to such information), and except in compliance with Section 6.10. Without limiting the foregoing, when any such information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, each Party will promptly after request of the other Party either return to the other Party all such information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such information (and such copies thereof and such notes, extracts or summaries based thereon); provided, that such Party’s Representatives may retain one (1) copy of such information to the extent required by applicable Law or professional standards, and shall not be required to destroy any such information located in back-up, archival electronic storage.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (Adient LTD), Separation and Distribution Agreement (Johnson Controls International PLC), Separation and Distribution Agreement (Adient LTD)

No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information addressed in Section 6.9(a) to any other Person, except its Representatives who need to know such information in their capacities as such (who shall be advised of their obligations hereunder with respect to such information), and except in compliance with Section 6.10. Without limiting the foregoing, when any such information is no longer needed for the purposes contemplated by this Agreement, the Merger Agreement or any Ancillary Agreementthe Promissory Note, each Party will promptly after request of the other Party either return to the other Party all such information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such information (and such copies thereof and such notes, extracts or summaries based thereon).

Appears in 3 contracts

Samples: Separation and Distribution Agreement (Paramount Gold & Silver Corp.), Merger Agreement (Coeur Mining, Inc.), Separation and Distribution Agreement (Paramount Gold Nevada Corp.)

No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information Information addressed in Section 6.9(a) 8.1 to any other Person, except its Representatives who need to know such information Information in their capacities as such (who shall be advised of their obligations hereunder with respect to such information)such, and except in compliance with Section 6.108.4. Without limiting the foregoing, when any such information Information furnished by the other Party after the Effective Date pursuant to this Agreement is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, each Party will shall, at the disclosing Party’s option, promptly after request of receiving a Notice from the other Party disclosing Party, either return to the other disclosing Party all such information Information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify certify to the other disclosing Party in writing that it has destroyed such information Information (and such copies thereof and such notes, extracts or summaries based thereon).

Appears in 3 contracts

Samples: Finished Goods Manufacturing and Supply Agreement (AbbVie Inc.), Contract Manufacturing and Supply Agreement (AbbVie Inc.), Packaging Services Agreement (AbbVie Inc.)

No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information addressed in Section 6.9(a6.9(a)(i) to any other Person, except its Representatives who need to know such information in their capacities as such (who shall be advised of their obligations hereunder with respect to such information), and except in compliance with Section 6.10. Without limiting the foregoing, when any such information is no longer needed for the purposes contemplated by this Agreement, any Ancillary Agreement or any Ancillary Management Agreement, each Party will promptly after request of the other Party either return to the other Party all such information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such information (and such copies thereof and such notes, extracts or summaries based thereon).

Appears in 2 contracts

Samples: Separation and Distribution Agreement (DDR Corp), Separation and Distribution Agreement (Retail Value Inc.)

No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information addressed in Section 6.9(a) 5.1 to any other Person, except its Representatives who need to know such information in their capacities as such (who shall will be advised of their obligations hereunder with respect to such information), and except in compliance with Section 6.105.5. Without limiting the foregoing, when any such information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, each Party will will, at its option and as promptly as practicable after receiving a written request of from the other Party either Party, either: (a) return to the other Party all such information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon); or (b) or notify certify to the other Party in writing that it has destroyed such information (and such copies thereof and such notes, extracts or summaries based thereon); provided, that such Party’s Representatives may retain one (1) copy of such information to the extent required by applicable Law or professional standards, and will not be required to destroy any such information located in back-up, archival electronic storage).

Appears in 2 contracts

Samples: Intellectual Property Matters Agreement (Ebay Inc), Intellectual Property Matters Agreement (PayPal Holdings, Inc.)

No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information Information addressed in Section 6.9(a‎6.9 (a) to any other Person, except its Representatives who need to know such information Information in their capacities as such (who shall be advised of their obligations hereunder with respect to such informationInformation), and except in compliance with Section 6.10‎6.10. Without limiting the foregoing, when any such information Information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, each Party will promptly after request of the other Party either return to the other Party all such information Information in a tangible form that is Tangible Information (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such information Information (and such copies thereof and such notes, extracts or summaries based thereon).

Appears in 2 contracts

Samples: Separation and Distribution Agreement (International Seaways, Inc.), Separation and Distribution Agreement (International Seaways, Inc.)

No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information addressed in Section 6.9(a6.8(a) to any other Person, except its Representatives who need to know such information in their capacities as such (who shall will be advised of their obligations hereunder with respect to such information), and except in compliance with Section 6.106.9. Without limiting the foregoing, when any such information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, each Party will promptly after request of the other Party either return to the other Party all such information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such information in accordance with applicable Laws and such that the information is no longer decipherable or Personal Information contained therein identifiable (and such copies thereof and such notes, extracts or summaries based thereon).

Appears in 2 contracts

Samples: Separation and Distribution Agreement (Cognyte Software Ltd.), Separation and Distribution Agreement (Cognyte Software Ltd.)

No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information addressed in Section 6.9(a) to any other Person, except its Representatives who need to know such information in their capacities as such (who shall be advised of their obligations hereunder with respect to such information), and except in compliance with Section 6.106.9(c). Without limiting the foregoing, when any such information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, each Party will promptly after request of the other Party either return to the other Party all such information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such information (and such copies thereof and such notes, extracts or summaries based thereon).

Appears in 2 contracts

Samples: Separation and Distribution Agreement (Curbline Properties Corp.), Separation and Distribution Agreement (Curbline Properties Corp.)

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No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information addressed in Section 6.9(a) such Information to any other Person, except its Representatives directors, officers, employees, agents, accountants, counsel and other advisors and representatives who need to know such information in their capacities as such (who shall be advised of their obligations hereunder with respect to such information)Information, and except in compliance with Section 6.107.3. Without limiting the foregoing, when any such information Information furnished by the other Party after the Effective Date pursuant to this Agreement is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, each Party will promptly after receiving a written request of from the other Party either return to the other Party all such information Information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify certify to the other Party in writing that it has destroyed such information Information (and such copies thereof and such notes, extracts or summaries based thereon).

Appears in 2 contracts

Samples: Api Supply Agreement, Api Supply Agreement (Hospira Inc)

No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information addressed in Section 6.9(a) to any other Person, except its Representatives who need to know such information in their capacities as such (who shall will be advised of their obligations hereunder with respect to such information), and except in compliance with Section 6.10. Without limiting the foregoing, when any such information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, each Party will promptly after request of the other Party either return to the other Party all such information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such information in accordance with applicable Laws and such that the information is no longer decipherable or Personal Information contained therein identifiable (and such copies thereof and such notes, extracts or summaries based thereon).

Appears in 1 contract

Samples: Separation and Distribution Agreement (Sunpower Corp)

No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information addressed in Section 6.9(a5.9(a) to any other Person, except its Representatives who need to know such information in their capacities as such (who shall be advised of their obligations hereunder with respect to such information), and except in compliance with Section 6.105.10. Without limiting the foregoing, when any such information is no longer needed for the purposes contemplated by this Agreement or any Ancillary the CORE Purchase Agreement, each Party will promptly after request of the other Party either return to the other Party all such information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such information (and such copies thereof and such notes, extracts or summaries based thereon).

Appears in 1 contract

Samples: Separation and Distribution Agreement (Contango ORE, Inc.)

No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information Information addressed in Section 6.9(aSECTION 5 (a) to any other Person, except its Representatives directors, officers, employees, agents, accountants, counsel and other advisors and representatives who need to know such information in their capacities as such (who shall be advised of their obligations hereunder with respect to such information)Information, and except in compliance with Section 6.10SECTION 5(c). Without limiting the foregoing, when any such information Information furnished by the other Party pursuant to this Agreement is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, each Party will shall promptly after receiving a written request of from the other Party either return to the other Party all such information Information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify certify to the other Party in writing that it has destroyed such information Information (and such copies thereof and such notes, extracts or summaries based thereon).

Appears in 1 contract

Samples: Transition Services Agreement (Hospira Inc)

No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information addressed in Section 6.9(a6.9 (a) to any other Person, except its Representatives who need to know such information in their capacities as such (who shall be advised of their obligations hereunder with respect to such information), and except in compliance with Section 6.10. Without limiting the foregoing, when any such information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, each Party will promptly after request of the other Party either return to the other Party all such information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such information (and such copies thereof and such notes, extracts or summaries based thereon).

Appears in 1 contract

Samples: Separation and Distribution Agreement

No Release; Return or Destruction. Each Party agrees not to release or disclose, or permit to be released or disclosed, any information addressed in Section 6.9(a) such Information or Materials to any other Person, except its Representatives who need to know such information in their capacities as such (who shall be advised of their obligations hereunder with respect to such information)Information or Materials, and except in compliance with Section 6.106.03. Without limiting the foregoing, when any such information Information or Materials furnished by the other Party after the date hereof pursuant to this Agreement is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, each Party will shall, at the disclosing Party’s option, promptly after receiving a written request of from the other disclosing Party either return to the other Party all such information Information and Materials in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify certify to the other disclosing Party in writing that it has destroyed such information Information and Materials (and such copies thereof and such notes, extracts or summaries based thereon).

Appears in 1 contract

Samples: Information Technology Agreement (AbbVie Inc.)

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