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

No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party addressed in Section 6.01 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.04, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreements, each Party will promptly after request of the other Party either return to the other Party all such Confidential 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 the Parties may retain electronic back-up versions of such Confidential Information maintained on routine computer system backup tapes, disks or other backup storage devices.

Appears in 4 contracts

Samples: Transition Services Agreement (Tegna Inc), Transition Services Agreement (Gannett Co., Inc.), Transition Services Agreement (Gannett SpinCo, Inc.)

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No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party addressed in Section 6.01 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.04, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreements, each Party will promptly promptly, after request of the other Party Party, either return to the other Party all such Confidential 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 Information (and such copies thereof and such notes, extracts or summaries based thereon); provided, provided that the Parties may retain electronic back-up backup versions of such Confidential Information maintained on routine computer system backup tapes, disks or other backup storage devices; and provided, further, that any such retained backup information shall remain subject to the confidentiality provisions of this Agreement.

Appears in 4 contracts

Samples: Transition Services Agreement (Equitrans Midstream Corp), Transition Services Agreement (EQT Corp), Transition Services Agreement (Equitrans Midstream Corp)

No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party addressed in Section 6.01 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.04, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreements, each Party will promptly after request of the other Party either return to the other Party all such Confidential 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, provided that the Parties may retain electronic back-up versions of such Confidential Information maintained on routine computer system backup tapes, disks or other backup storage devices; and provided, further, that any such retained back-up information shall remain subject to the confidentiality provisions of this Agreement.

Appears in 4 contracts

Samples: Transition Services Agreement (Embecta Corp.), Transition Services Agreement (Embecta Corp.), Transition Services Agreement (Cars.com Inc.)

No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party addressed in Section 6.01 5.1 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.045.4, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreements, and is no longer subject to any legal hold or other document preservation obligation, each Party will promptly after request of the other Party either return to the other Party all such Confidential 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, provided that the Parties may retain electronic back-up versions of such Confidential Information maintained on routine computer system backup back-up tapes, disks or other backup back-up storage devices; and provided, further, that any such information so retained shall remain subject to the confidentiality provisions of this Agreement.

Appears in 4 contracts

Samples: Transition Services Agreement (Vestis Corp), Transition Services Agreement (Aramark), Transition Services Agreement (Vestis Corp)

No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other another Party addressed in pursuant to Section 6.01 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.04, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreements, each Party will promptly after the request of the other another Party either return to the such other Party all such Confidential Information of such other Party in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the such other Party in writing that it has destroyed such information (and such copies thereof and such notes, extracts or summaries based thereon); provided, provided that the Parties may retain electronic back-up versions of such Confidential Information maintained on routine computer system backup back-up tapes, disks or other backup storage devices; and provided, further, that any such retained back-up information shall remain subject to the confidentiality provisions of this Agreement.

Appears in 4 contracts

Samples: Transition Services Agreement (Carrier Global Corp), Transition Services Agreement (Otis Worldwide Corp), Transition Services Agreement (Otis Worldwide Corp)

No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party addressed in that was disclosed pursuant to Section 6.01 5.01 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.045.04, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreements, each Party will promptly after request of the other Party either return to the other Party all such Confidential 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, provided that the Parties may retain electronic back-up versions of such Confidential Information maintained on routine computer system backup back-up tapes, disks or other backup back-up storage devices; and provided, further, that any such retained back-up information shall remain subject to the confidentiality provisions of this Agreement.

Appears in 4 contracts

Samples: Separation and Distribution Agreement, Transition Services Agreement (Mdu Resources Group Inc), Transition Services Agreement (Knife River Holding Co)

No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party addressed in pursuant to Section 6.01 7.01 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.047.04, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreements, each Party will promptly after request of the other Party either return to the other Party all such Confidential 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, provided that the Parties may retain electronic back-up versions of such Confidential Information maintained on routine computer system backup back-up tapes, disks or other backup back-up storage devices; and provided, further, that any such retained back-up information shall remain subject to the confidentiality provisions of this Agreement.

Appears in 3 contracts

Samples: Transition Services Agreement (RXO, Inc.), Transition Services Agreement (Rxo, LLC), Transition Services Agreement (Rxo, LLC)

No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party addressed in pursuant to Section 6.01 5.01 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.045.04, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreements, each Party will promptly after request of the other Party either return to the other Party all such Confidential 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, provided that the Parties may retain electronic back-up versions of such Confidential Information maintained on routine computer system backup back-up tapes, disks or other backup back-up storage devices; and provided, further, that any such retained back-up information shall remain subject to the confidentiality provisions of this Agreement.

Appears in 3 contracts

Samples: Transition Services Agreement (Servicemaster Global Holdings Inc), Transition Services Agreement (Frontdoor, Inc.), Transition Services Agreement (AHS Holding Company, Inc.)

No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party addressed in Section 6.01 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.04, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 6.9 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreements, each Party will promptly after request of the other Party either return to the other Party all such Confidential 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 the Parties may retain electronic back-up versions of such Confidential Information maintained on routine computer system backup tapes, disks or other backup storage devices.

Appears in 3 contracts

Samples: Transition Services Agreement, Transition Services Agreement (Varex Imaging Corp), Transition Services Agreement (Varian Medical Systems Inc)

No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party addressed in Section 6.01 5.1 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.045.4, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 3.03 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary AgreementsTransaction Documents, each Party will promptly after request of the other Party either return to the other Party all such Confidential 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, provided that the Parties may retain electronic back-up versions of such Confidential Information maintained on routine computer system backup tapes, disks or other backup storage devices; and provided, further, that any such retained back-up information shall remain subject to the confidentiality provisions of this Agreement.

Appears in 3 contracts

Samples: Transition Services Agreement (Laboratory Corp of America Holdings), Transition Services Agreement (Fortrea Holdings Inc.), Transition Services Agreement (Fortrea Holdings Inc.)

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No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party addressed in Section 6.01 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.04, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreements, each Party will promptly after request of the other Party either return to the other Party all such Confidential 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 the Parties such Party’s Representatives may retain electronic 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 versions of such Confidential Information maintained on routine computer system backup tapesup, disks or other backup storage devicesarchival electronic storage.

Appears in 2 contracts

Samples: Transition Services Agreement (PayPal Holdings, Inc.), Transition Services Agreement (PayPal Holdings, Inc.)

No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party addressed in Section 6.01 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.04, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreements, each Party will promptly after at the request and discretion of the other Party Party, either return to the other Party all such Confidential 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 provided that: (i) the Parties may retain electronic back-up versions of such Confidential Information maintained on routine computer system backup back-up tapes, disks or other backup back-up storage devices; and (ii) any such retained back-up information shall remain subject to the confidentiality provisions of this Agreement.

Appears in 2 contracts

Samples: Transition Services Agreement (Consensus Cloud Solutions, Inc.), Transition Services Agreement (Consensus Cloud Solutions, Inc.)

No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party addressed in that was disclosed pursuant to Section 6.01 5.1 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.045.4, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreements, each Party will promptly after request of the other Party either return to the other Party all such Confidential 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, provided that the Parties may retain electronic back-up versions of such Confidential Information maintained on routine computer system backup back-up tapes, disks or other backup back-up storage devices; and provided, further, that any such retained back-up information shall remain subject to the confidentiality provisions of this Agreement.

Appears in 2 contracts

Samples: Transition Services Agreement (Mdu Resources Group Inc), Transition Services Agreement (Everus Construction Group, Inc.)

No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party addressed in pursuant to Section 6.01 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.04, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreements, each Party will promptly after request of the other Party either return to the other Party all such Confidential 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, provided that the Parties may retain electronic back-up versions of such Confidential Information maintained on routine computer system backup back-up tapes, disks or other backup back-up storage devices; and provided, further, that any such retained back-up information shall remain subject to the confidentiality provisions of this Agreement.

Appears in 2 contracts

Samples: Transition Services Agreement (XPO Logistics, Inc.), Transition Services Agreement (GXO Logistics, Inc.)

No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party information addressed in Section 6.01 6.10(a) to any other Person, except its Representatives who need to know such Confidential Information information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) information), and except in compliance with Section 6.04, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 of the Separation and Distribution Agreement6.11. Without limiting the foregoing, when any such Confidential Information information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any Ancillary Agreement (other Ancillary Agreementsthan the Transition Services Agreement), and is no longer subject to any legal hold or other document preservation obligation, each Party will promptly after request of the other Party either return to the other Party all such Confidential Information 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, provided that the Parties may retain electronic back-up versions of such Confidential Information information maintained on routine computer system backup tapes, disks or other backup storage devices; provided further, that any such information so retained shall remain subject to the confidentiality provisions of this Agreement or any such Ancillary Agreement.

Appears in 1 contract

Samples: Separation and Distribution Agreement (Equitrans Midstream Corp)

No Release; Return or Destruction. Each Party agrees (a) not to release or disclose, or permit to be released or disclosed, any Confidential Information of the other Party addressed in Section 6.01 5.1 to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (whom who shall be advised of their obligations hereunder with respect to such Confidential Information) and except in compliance with Section 6.045.4, and (b) to use commercially reasonable efforts to maintain such Confidential Information in accordance with Section 6.4 3.03 of the Separation and Distribution Agreement. Without limiting the foregoing, when any such Confidential Information is no longer needed for the purposes contemplated by the Separation and Distribution Agreement, this Agreement or any other Ancillary Agreements-12- Transaction Documents, each Party will promptly after request of the other Party either return to the other Party all such Confidential 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, provided that the Parties may retain electronic back-up versions of such Confidential Information maintained on routine computer system backup tapes, disks or other backup storage devices; and provided, further, that any such retained back-up information shall remain subject to the confidentiality provisions of this Agreement.

Appears in 1 contract

Samples: Transition Services Agreement (Fortrea Holdings Inc.)

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