Common use of Permitted Disclosure of Confidential Business Information Clause in Contracts

Permitted Disclosure of Confidential Business Information. A Member may disclose Business Information that is Confidential Information (i) to its officers, directors, partners, members, employees, Affiliates, agents, attorneys, accountants, consultants, contractors, subcontractors and advisors, for the sole purpose of such Member's performance of its obligations under the Agreement, (ii) to any party to whom the disclosing Member contemplates a Transfer of all or any part of its Ownership Interest, for the sole purpose of enabling that party to evaluate the proposed Transfer, (iii) to any actual or potential lenders, underwriters, investment bankers or investors, for the sole purpose of enabling such parties to evaluate whether to make a loan to or investment in the disclosing Member, or (iv) to a third party with whom the disclosing Member contemplates any independent business activity or operation. The Member disclosing Confidential Information pursuant to this Section 13.3 shall disclose the same only to parties that (i) have a bona fide need to know such Confidential Information for a purpose for which disclosure to such parties is permitted under this Section 13.3 and (ii) have agreed in a writing delivered to and enforceable by the other Member to use such Confidential Information solely for such purpose and otherwise to be bound by the provisions of this Article XIII. Such writing shall not preclude parties described in this second paragraph of this Section 13.3 from discussing and completing a Transfer transaction with the other Member. The Member disclosing Confidential Information shall be responsible and liable for any use or disclosure of the Confidential Information by third parties in violation of the Agreement or such writing.

Permitted Disclosure of Confidential Business Information. A Either Member may disclose Business Information that is Confidential Information Information: (ia) to its a Member’s officers, directors, partners, members, employees, Affiliates, shareholders, agents, attorneys, accountants, consultants, contractors, subcontractors and or advisors, for the sole purpose of such Member's ’s performance of its obligations under the this Agreement, ; (iib) to any party to whom the disclosing Member contemplates a Transfer of all or any part of its Ownership Interest, for the sole purpose of enabling that party to evaluate evaluating the proposed Transfer, ; (iiic) to any actual or potential lenderslender, underwriters, investment bankers underwriter or investors, investor for the sole purpose of enabling such parties to evaluate evaluating whether to make a loan to or investment in the disclosing Member, ; or (ivd) to a third party with whom the disclosing Member contemplates any independent business activity or operation. The Member disclosing Confidential Information pursuant to this Section 13.3 13.3, shall disclose the same such Confidential Information to only to those parties that (i) have a bona fide need to know have access to such Confidential Information for a the purpose for which disclosure to such parties is permitted under this Section 13.3 and (ii) that have agreed in a writing delivered to supplied to, and enforceable by by, the other Member to protect the Confidential Information from further disclosure, to use such Confidential Information solely for such purpose and to otherwise to be bound by the provisions of this Article XIII. Such writing shall not preclude parties described in this second paragraph of this Section 13.3 Subsection 13.3(b) from discussing and completing a Transfer transaction with the other Member. The Member disclosing Confidential Information shall be responsible and liable for any use or disclosure of the Confidential Information by third such parties in violation of the this Agreement or and such other writing.

Permitted Disclosure of Confidential Business Information. A Either Member may disclose Business Information that is Confidential Information Information: (ia) to its a Member's officers, directors, partners, members, employees, Affiliates, shareholders, agents, attorneys, accountants, consultants, contractors, subcontractors and or advisors, for the sole purpose of such Member's performance of its obligations under the this Agreement, ; (iib) to any party to whom the disclosing Member contemplates a Transfer of all or any part of its Ownership Interest, for the sole purpose of enabling that party to evaluate evaluating the proposed Transfer, ; (iiic) to any actual or potential lenderslender, underwriters, investment bankers underwriter or investors, investor for the sole purpose of enabling such parties to evaluate evaluating whether to make a loan to or investment in the disclosing Member, ; or (ivd) to a third party with whom the disclosing Member contemplates any independent business activity or operation. The Member disclosing Confidential Information pursuant to this Section 13.3 13.3, shall disclose the same such Confidential Information to only to those parties that (i) have a bona fide need to know have access to such Confidential Information for a the purpose for which disclosure to such parties is permitted under this Section 13.3 and (ii) that have agreed in a writing delivered to supplied to, and enforceable by by, the other Member to protect the Confidential Information from further disclosure, to use such Confidential Information solely for such purpose and to otherwise to be bound by the provisions of this Article XIII. Such writing shall not preclude parties described in this second paragraph of this Section 13.3 Subsection 13.3(b) from discussing and completing a Transfer transaction with the other Member. The Member disclosing Confidential Information shall be responsible and liable for any use or disclosure of the Confidential Information by third such parties in violation of the this Agreement or and such other writing.

Permitted Disclosure of Confidential Business Information. A Member Either Party may disclose Business Information that is Confidential Information (i) to its a Party’s managers, members, officers, directors, partners, members, employees, Affiliates, shareholders, agents, attorneys, accountants, consultants, contractors, subcontractors and or advisors, for the sole purpose of such Member's Party’s performance of its obligations under the this Agreement, (ii) to any party bona fide potential transferee to whom the disclosing Member Party contemplates a Transfer of all or any part of its Ownership Participating Interest, for the sole purpose of enabling that party to evaluate evaluating the proposed Transfer, (iii) to any actual or potential lenderslender, underwriters, investment bankers underwriter or investors, investor for the sole purpose of enabling such parties to evaluate evaluating whether to make a loan to or investment in the disclosing MemberParty, or (iv) to a third party with whom the disclosing Member Party contemplates any independent business activity or operation. The Member Party disclosing Confidential Information pursuant to this Section 13.3 13.3, shall disclose the same such Confidential Information only to those parties that (i) who have a bona fide need to know have access to such Confidential Information for a the purpose for which disclosure to such parties is permitted under this Section 13.3 and (ii) who have agreed in a writing delivered to supplied to, and enforceable by by, the other Member Party to protect the Confidential Information from further disclosure, to use such Confidential Information solely for such purpose and otherwise to be bound by the provisions of this Article XIIISection 13. Such writing shall not preclude parties described in this second paragraph of this Section 13.3 13.3(ii) from discussing and completing a Transfer transaction with the other MemberParty. The Member Party disclosing Confidential Information shall be responsible and liable for any use or disclosure of the Confidential Information by third such parties in violation of the this Agreement or and such other writing.

Permitted Disclosure of Confidential Business Information. A Either Member may disclose Business Information that is Confidential Information Information: (ia) to its a Member’s officers, directors, partners, members, managers, employees, Affiliates, agents, attorneys, accountants, consultants, contractors, subcontractors and or advisors, for the sole purpose of such Member's ’s performance of its obligations under the this Agreement, ; (iib) to any party to whom the disclosing Member contemplates a Transfer of all or any part of its Ownership Membership Interest, for the sole purpose of enabling that party to evaluate evaluating the proposed Transfer, ; (iiic) to any actual or potential lenderslender, underwriters, investment bankers underwriter or investors, investor for the sole purpose of enabling such parties to evaluate evaluating whether to make a loan to or investment in the disclosing Member, ; or (ivd) to a third party with whom the disclosing Member contemplates any independent business activity or operation. The Member disclosing Confidential Information pursuant to this Section 13.3 17.3 shall disclose the same such Confidential Information to only to parties that (i) those persons or entities who have a bona fide need to know have access to such Confidential Information for a the purpose for which disclosure to such parties persons or entities is permitted under this Section 13.3 17.3 and (ii) who have agreed in a writing delivered to and writing, enforceable by the other Member Member, to protect the Confidential Information from further disclosure, to use such Confidential Information solely for such purpose and to otherwise to be bound by the provisions of this Article XIIIXVII. Such writing shall not preclude parties described in this second paragraph of this Section 13.3 Subsection 17.3(b) from discussing and completing a Transfer transaction with the other Member. The Member disclosing Confidential Information shall be responsible and liable for any use or disclosure of the Confidential Information by third parties such persons or entities in violation of the this Agreement or and such other writing.

Permitted Disclosure of Confidential Business Information. A Either Member may disclose Business Information that is Confidential Information Information: (i1) to its a Member’s officers, directors, partners, members, employees, Affiliates, shareholders, agents, attorneys, accountants, consultants, contractors, subcontractors and or advisors, for the sole purpose of such Member's ’s performance of its obligations under the this Agreement, ; (ii2) to any party to whom the disclosing Member contemplates a Transfer of all or any part of its Ownership Interest, for the sole purpose of enabling that party to evaluate evaluating the proposed Transfer, ; (iii3) to any actual or potential lenderslender, underwriters, investment bankers underwriter or investors, investor for the sole purpose of enabling such parties to evaluate evaluating whether to make a loan to or investment in the disclosing Member, ; or (iv4) to a third party with whom the disclosing Member contemplates any independent business activity or operation. The Member disclosing Confidential Information pursuant to this Section 13.3 13.3, shall disclose the same such Confidential Information to only to those parties that (i) have a bona fide need to know have access to such Confidential Information for a the purpose for which disclosure to such parties is permitted under this Section 13.3 and (ii) that have agreed in a writing delivered to supplied to, and enforceable by by, the other Member to protect the Confidential Information from further disclosure, to use such Confidential Information solely for such purpose and to otherwise to be bound by the provisions of this Article XIIISection 13. Such writing shall not preclude parties described in this second paragraph of this Section 13.3 13.3.2 from discussing and completing a Transfer transaction with the other Member. The Member disclosing Confidential Information shall be responsible and liable for any use or disclosure of the Confidential Information by third such parties in violation of the this Agreement or and such other writing.

Permitted Disclosure of Confidential Business Information. A Either Member may disclose Business Information that is Confidential Information Information: (ia) to its a Member’s officers, directors, partners, members, employees, Affiliates, shareholders, agents, attorneys, accountants, consultants, contractors, subcontractors and or advisors, for the sole purpose of such Member's ’s performance of its obligations under the this Agreement, ; (iib) to any party to whom the disclosing Member contemplates a Transfer of all or any part of its Ownership Interest, for the sole purpose of enabling that party to evaluate evaluating the proposed Transfer, ; (iiic) to any actual or potential lenderslender, underwriters, investment bankers underwriter or investors, investor for the sole purpose of enabling such parties to evaluate evaluating whether to make a loan to or investment in the disclosing Member, ; or (ivd) to a third party with whom the disclosing Member contemplates any independent business activity or operation. The Member disclosing Confidential Information pursuant to this Section 13.3 12.3 shall disclose the same such Confidential Information to only to those parties that (i) have a bona fide need to know have access to such Confidential Information for a the purpose for which disclosure to such parties is permitted under this Section 13.3 12.3 and (ii) that have agreed in a writing delivered to supplied to, and enforceable by by, the other Member to protect the Confidential Information from further disclosure, to use such Confidential Information solely for such purpose and to otherwise to be bound by the provisions of this Article XIIIXII. Such writing shall not preclude parties described in this second paragraph of this Section 13.3 3.6 from discussing and completing a Transfer transaction with the other Member. The Member disclosing Confidential Information shall be responsible and liable for any use or disclosure of the Confidential Information by third such parties in violation of the this Agreement or and such other writing.

Permitted Disclosure of Confidential Business Information. A Either Member may disclose Business Information that is Confidential Information Information: (ia) to its a Member's officers, directors, partners, members, employees, Affiliates, shareholders, agents, attorneys, accountants, consultants, contractors, subcontractors and or advisors, for the sole purpose of such Member's performance of its obligations under the this Agreement, ; (iib) to any party to whom the disclosing Member contemplates a Transfer of all or any part of its Ownership Interest, for the sole purpose of enabling that party to evaluate evaluating the proposed Transfer, ; (iiic) to any actual or potential lenderslender, underwriters, investment bankers underwriter or investors, investor for the sole purpose of enabling such parties to evaluate not later than thirty (30) days evaluating whether to make a loan to or investment in the disclosing Member, ; or (ivd) to a third party with whom the disclosing Member contemplates any independent business activity or operation. The Member disclosing Confidential Information pursuant to this Section 13.3 13.3, shall disclose the same such Confidential Information to only to those parties that (i) have a bona fide need to know have access to such Confidential Information for a the purpose for which disclosure to such parties is permitted under this Section 13.3 and (ii) that have agreed in a writing delivered to supplied to, and enforceable by by, the other Member to protect the Confidential Information from further disclosure, to use such Confidential Information solely for such purpose and to otherwise to be bound by the provisions of this Article XIII. Such writing shall not preclude parties described in this second paragraph of this Section 13.3 Subsection 13.3(b) from discussing and completing a Transfer transaction with the other Member. The Member disclosing Confidential Information shall be responsible and liable for any use or disclosure of the Confidential Information by third such parties in violation of the this Agreement or and such other writing.

Permitted Disclosure of Confidential Business Information. A Any Member may disclose Business Information that is Confidential Information Information: (ia) to its a Member's officers, directors, partners, members, employees, Affiliates, shareholders, agents, attorneys, accountants, consultants, contractors, subcontractors and or advisors, for the sole purpose of such Member's performance of its obligations under the this Agreement, ; (iib) to any party to whom the disclosing Member contemplates a Transfer of all or any part of its Ownership Interest, for the sole purpose of enabling that party to evaluate evaluating the proposed Transfer, ; (iiic) to any actual or potential lenderslender, underwriters, investment bankers underwriter or investors, investor for the sole purpose of enabling such parties to evaluate evaluating whether to make a loan to or investment in the disclosing Member, ; or (ivd) to a third party with whom the disclosing Member contemplates any independent business activity or operation. The Member disclosing Confidential Information pursuant to this Section 13.3 13.2, shall disclose the same make such Confidential Information reasonably accessible to only to those parties that (i) have a bona fide need to know have access to such Confidential Information for a the purpose for which disclosure to such parties is permitted under this Section 13.3 13.2 and (ii) that have agreed in entered into a writing delivered to confidentiality agreement with, and enforceable by if form and substance satisfactory to, the Manager, the Company and the other Member Members to protect the Confidential Information from further disclosure, to use such Confidential Information solely for such purpose and otherwise to be bound by the provisions of this Article XIII. Such writing shall not preclude parties described in this second paragraph of this Section 13.3 from discussing and completing a Transfer transaction with the other Memberpurpose. The Member disclosing Confidential Information shall be responsible and liable for any use or disclosure of the Confidential Information by third such parties in violation of the this Agreement or and such writingother confidential agreement.

Permitted Disclosure of Confidential Business Information. A Either Member may disclose Business Information that is Confidential Information Information: (il) to its a Member's officers, directors, partners, members, employees, Affiliates, shareholders, agents, attorneys, accountants, consultants, contractors, subcontractors and or advisors, for the sole purpose of such Member's performance of its obligations under the this Agreement, ; (ii2) to any party to whom the disclosing Member contemplates a Transfer of all or any part of its Ownership Interest, for the sole purpose of enabling that party to evaluate evaluating the proposed Transfer, ; (iii3) to any actual or potential lenderslender, underwriters, investment bankers underwriter or investors, investor for the sole purpose of enabling such parties to evaluate evaluating whether to make a loan to or investment in the disclosing Member, ; or (iv4) to a third party with whom the disclosing Member contemplates any independent business activity or operation. The Member disclosing Confidential Information pursuant to this Section 13.3 13.3, shall disclose the same such Confidential Information to only to those parties that (i) have a bona fide need to know have access to such Confidential Information for a the purpose for which disclosure to such parties is permitted under this Section 13.3 and (ii) that have agreed in a writing delivered to supplied to, and enforceable by by, the other Member to protect the Confidential Information from further disclosure, to use such Confidential Information solely for such purpose and to otherwise to be bound by the provisions of this Article XIIISection 13. Such writing shall not preclude parties described in this second paragraph of this Section 13.3 13.3.2 from discussing and completing a Transfer transaction with the other Member. The Member disclosing Confidential Information shall be responsible and liable for any use or disclosure of the Confidential Information by third such parties in violation of the this Agreement or and such other writing.

Permitted Disclosure of Confidential Business Information. A Either Member may disclose Business Information that is Confidential Information Information: (ia) to its a Members officers, directors, partners, members, employees, Affiliates, shareholders, agents, attorneys, accountants, consultants, contractors, subcontractors and or advisors, for the sole purpose of such Member's Members performance of its obligations under the this Agreement, ; (iib) to any party to whom the disclosing Member contemplates a Transfer of all or any part of its Ownership Interest, for the sole purpose of enabling that party to evaluate evaluating the proposed Transfer, ; (iiic) to any actual or potential lenderslender, underwriters, investment bankers underwriter or investors, investor for the sole purpose of enabling such parties to evaluate not later than thirty (30) days evaluating whether to make a loan to or investment in the disclosing Member, ; or (ivd) to a third party with whom the disclosing Member contemplates any independent business activity or operation. The Member disclosing Confidential Information pursuant to this Section 13.3 13.3, shall disclose the same such Confidential Information to only to those parties that (i) have a bona fide need to know have access to such Confidential Information for a the purpose for which disclosure to such parties is permitted under this Section 13.3 and (ii) that have agreed in a writing delivered to supplied to, and enforceable by by, the other Member to protect the Confidential Information from further disclosure, to use such Confidential Information solely for such purpose and to otherwise to be bound by the provisions of this Article XIII. Such writing shall not preclude parties described in this second paragraph of this Section 13.3 Subsection 13.3(b) from discussing and completing a Transfer transaction with the other Member. The Member disclosing Confidential Information shall be responsible and liable for any use or disclosure of the Confidential Information by third such parties in violation of the this Agreement or and such other writing.