Common use of Privacy Matters Clause in Contracts

Privacy Matters. a) Notwithstanding the other provisions of this Agreement and the Confidentiality Agreement, this Section 6.02 shall apply with respect to Personal Information. b) Each Party acknowledges that it is responsible for compliance at all times with Privacy Laws which govern the collection, use and disclosure of Personal Information transferred to it by another Party in the course of the due diligence process leading to this Agreement or pursuant to or in connection with this Agreement ("Disclosed Personal Information"). c) No Party shall use Disclosed Personal Information for any purposes other than those related to the performance of this Agreement and the completion of the Arrangement. d) Each Party acknowledges and confirms that the disclosure of Personal Information is necessary for the purposes of determining if the Parties shall proceed with the Arrangement, and that the disclosure of Personal Information relates solely to the carrying on of the business of the Company and the completion of the Arrangement. e) Each of Party acknowledges and confirms that it has and shall continue to employ appropriate technology and procedures in accordance with applicable Law to prevent accidental loss or corruption of the Disclosed Personal Information, unauthorized input or access to the Disclosed Personal Information, or unauthorized or unlawful collection, storage, disclosure, recording, copying, alteration, removal, deletion, use or other processing of such Disclosed Personal Information. f) Each Party shall at all times keep strictly confidential all Disclosed Personal Information provided to it, and shall instruct and require those employees or advisors having access to such Disclosed Personal Information to protect the confidentiality of such information in a manner consistent with the Parties' obligations hereunder. Each Party shall ensure that access to the Disclosed Personal Information shall be restricted to its employees or advisors who have a bona fide need to access such information in order to complete the Arrangement. g) Each Party shall promptly notify the other of all inquiries, complaints, requests for access, and claims of which it is made aware in connection with the Disclosed Personal Information. The Parties shall fully co-operate with one another, with the other Persons to whom the Personal Information relates, and any Governmental Authority charged with enforcement of Privacy Laws, in responding to such inquiries, complaints, requests for access, and claims. h) Upon the expiry or termination of this Agreement, or otherwise upon the reasonable request of the other Party, the Parties shall forthwith cease all use of the Personal Information acquired by it in connection with this Agreement and will return to the other or, at the other's request, destroy in a secure manner, the Disclosed Personal Information (and any copies).

Privacy Matters. (a) Notwithstanding Each of the Amalgamating Companies and EEC acknowledge and agree that certain information provided by each such party to the other provisions of this Agreement parties, in each case relating to the officers, consultants and the Confidentiality Agreement, this Section 6.02 shall apply with respect to Personal Information. b) Each Party acknowledges that it is responsible for compliance at all times with Privacy Laws which govern the collection, use and disclosure of Personal Information transferred to it by another Party in the course employees of the due diligence process leading to this Agreement or pursuant to or party (the “Providing Party”) providing the information and provided in connection with this Agreement the transactions contemplated hereunder, constitutes personal information ("the “Disclosed Personal Information"). c”) No Party shall use Disclosed Personal Information for any purposes other than those related to the performance of this Agreement and the completion of the Arrangement. d) Each Party acknowledges and confirms that the disclosure of Personal Information which is necessary for the purposes of determining if the Parties shall party (the “Receiving Party”) receiving the Disclosed Personal Information will proceed with the ArrangementAmalgamation, and that the disclosure of the Disclosed Personal Information relates solely to the carrying on of the business of each of the Company Amalgamating Companies, as applicable, and the completion of the ArrangementAmalgamation and that such Disclosed Personal Information: (i) may not be used for any purpose other than those related to the performance of this Agreement; (ii) must be kept strictly confidential and the Receiving Party will ensure that access to such personal information will be restricted to those representatives of the Receiving Party who have a bona fide need for access to such information and will instruct those representatives to protect the confidentiality of such information in a manner consistent with the Receiving Party’s obligations hereunder; and (iii) upon the termination of this Agreement, or otherwise upon the request of the Providing Party, the Receiving Party will forthwith cease all use of the Disclosed Personal Information acquired by the Receiving Party in connection with this Agreement and will return to the Providing Party or, at the Providing Party’s request, destroy in a secure manner, the Disclosed Personal Information (and any copies). e(b) Each In addition to the obligations of confidentiality set out in any separate confidentiality agreement between the parties: (i) the Receiving Party acknowledges and confirms that it has and shall continue agrees to employ appropriate technology and procedures in accordance with applicable Law to prevent accidental loss or corruption of the Disclosed Personal Information, unauthorized input or access to the Disclosed Personal Information, or unauthorized or unlawful collection, storage, disclosure, recording, copying, alteration, removal, deletion, use or other processing of such the Disclosed Personal Information.; and f(ii) Each Party shall at all times keep strictly confidential all Disclosed Personal Information provided each of the Amalgamating Companies agrees to it, and shall instruct and require those employees or advisors having access to such Disclosed Personal Information to protect the confidentiality of such information in a manner consistent with the Parties' obligations hereunder. Each Party shall ensure that access to the Disclosed Personal Information shall be restricted to its employees or advisors who have a bona fide need to access such information in order to complete the Arrangement. g) Each Party shall promptly notify the other of all inquiries, complaints, requests for access, and claims of which it the party is made aware in connection with the Disclosed Personal Information. The Parties shall parties will fully co-operate cooperate with one another, with the other Persons persons to whom the Disclosed Personal Information relates, and any Governmental Authority charged with enforcement of Privacy Lawsapplicable privacy laws, in responding to such inquiries, complaints, requests for access, and claims. h) Upon the expiry or termination of this Agreement, or otherwise upon the reasonable request of the other Party, the Parties shall forthwith cease all use of the Personal Information acquired by it in connection with this Agreement and will return to the other or, at the other's request, destroy in a secure manner, the Disclosed Personal Information (and any copies).

Privacy Matters. (a) Notwithstanding Earthstone and Lynden acknowledge and agree that certain information provided by Lynden to Earthstone, and certain information provided by Earthstone to Lynden, in each case relating to the other provisions of this Agreement officers, consultants and the Confidentiality Agreement, this Section 6.02 shall apply with respect to Personal Information. b) Each Party acknowledges that it is responsible for compliance at all times with Privacy Laws which govern the collection, use and disclosure of Personal Information transferred to it by another Party in the course employees of the due diligence process leading to this Agreement or pursuant to or party (the “Providing Party”) providing the information and provided in connection with this Agreement the transactions contemplated hereunder, constitutes personal information ("the “Disclosed Personal Information"). c”) No Party shall use Disclosed Personal Information for any purposes other than those related to the performance of this Agreement and the completion of the Arrangement. d) Each Party acknowledges and confirms that the disclosure of Personal Information which is necessary for the purposes of determining if the Parties shall party (the “Receiving Party”) receiving the Disclosed Personal Information will proceed with the Arrangement, and that the disclosure of the Disclosed Personal Information relates solely to the carrying on of the business of the Company Lynden or Earthstone, as applicable, and the completion of the ArrangementArrangement and that such Disclosed Personal Information: (i) may not be used for any purpose other than those related to the performance of this Agreement; (ii) must be kept strictly confidential and the Receiving Party will ensure that access to such personal information will be restricted to those representatives of the Receiving Party who have a bona fide need for access to such information and will instruct those representatives to protect the confidentiality of such information in a manner consistent with the Receiving Party’s obligations hereunder; and (iii) upon the termination of this Agreement, or otherwise upon the request of the Providing Party, the Receiving Party will forthwith cease all use of the Disclosed Personal Information acquired by the Receiving Party in connection with this Agreement and will return to the Providing Party or, at the Providing Party’s request, destroy in a secure manner, the Disclosed Personal Information (and any copies). e(b) Each of In addition: (i) the Receiving Party acknowledges and confirms that it has and shall continue agrees to employ appropriate technology and procedures in accordance with applicable Law to prevent accidental loss or corruption of the Disclosed Personal Information, unauthorized input or access to the Disclosed Personal Information, or unauthorized or unlawful collection, storage, disclosure, recording, copying, alteration, removal, deletion, use or other processing of such the Disclosed Personal Information.; f(ii) Each Party shall at all times keep strictly confidential all Disclosed Personal Information provided each of Lynden and Earthstone agrees to it, and shall instruct and require those employees or advisors having access to such Disclosed Personal Information to protect the confidentiality of such information in a manner consistent with the Parties' obligations hereunder. Each Party shall ensure that access to the Disclosed Personal Information shall be restricted to its employees or advisors who have a bona fide need to access such information in order to complete the Arrangement. g) Each Party shall promptly notify the other of all inquiries, complaints, requests for access, and claims of which it is made aware in connection with the Disclosed Personal Information. The Parties shall parties will fully co-operate co‑operate with one another, with the other Persons to whom the Disclosed Personal Information relates, and any Governmental Authority charged with enforcement of Privacy Lawsapplicable privacy laws, in responding to such inquiries, complaints, requests for access, and claims; and (iii) if the Arrangement is completed, Lynden may disclose additional personal information of its employees, directors and officers to Earthstone and its representatives on condition that: (A) Earthstone and its representatives must only use or disclose such personal information for the same purposes for which it was collected, used or disclosed by Lynden; (B) the employees, directors and officers whose personal information is disclosed are notified that: (1) the Arrangement has taken place; and (2) the personal information about them has been disclosed to Earthstone and its representatives. h(c) Upon Without limiting the expiry foregoing, each of Earthstone and Lynden acknowledge and agree that the Earthstone Disclosure Letter, the Lynden Disclosure Letter and all information contained in such disclosure letters are confidential and may not be disclosed (other than by the party giving such disclosure letter) to any other Person unless: (i) such disclosure is required under applicable Law, unless such Law permits it to refrain from disclosing such information for confidentiality or termination of other reasons or (ii) such disclosure is required in order to enforce its rights under this Agreement, or otherwise upon the reasonable request of the other Party, the Parties shall forthwith cease all use of the Personal Information acquired by it in connection with this Agreement and will return to the other or, at the other's request, destroy in a secure manner, the Disclosed Personal Information (and any copies).

Privacy Matters. (a) Notwithstanding the other provisions of this Agreement and the Confidentiality Agreement, this Section 6.02 shall apply with respect to Personal Information. b) Each Party acknowledges that it is responsible for compliance at all times with Applicable Privacy Laws which govern the collection, use and disclosure of Personal Information transferred obtained by or disclosed to it by another either Party in the course of the due diligence process leading pursuant to this Agreement or pursuant to or otherwise in connection with the Transaction or negotiations leading to this Agreement Agreement, including the contents of the Employee Schedule (the "Disclosed Personal Information"). c(b) No Prior to Closing, neither Party shall use the Disclosed Personal Information obtained by or disclosed to it for any purposes other than those related to the performance of this Agreement and the completion of the ArrangementTransaction. (c) Purchaser undertakes that, after Closing, it shall only use the Disclosed Personal Information obtained by or disclosed to it in accordance with the purpose for which the Personal Information was originally collected and to obtain consents where required by Applicable Privacy Laws prior to using or disclosing such Disclosed Personal Information. (d) Each Party acknowledges and confirms that the disclosure of the Disclosed Personal Information is necessary for the purposes of determining if the Parties shall proceed with the Arrangement, this Agreement and that the disclosure of the Disclosed Personal Information relates solely to the carrying on of the business of the Company their respective businesses and the completion of the ArrangementTransaction. (e) Each of Party acknowledges and confirms that it has used and shall continue to employ use appropriate technology and procedures in accordance with applicable Law Applicable Privacy Laws to prevent accidental loss or corruption of the Disclosed Personal Information, unauthorized input or access to the Disclosed Personal InformationInformation obtained by or disclosed to it, or unauthorized or unlawful collection, storage, disclosure, recording, copying, alteration, removal, deletion, use or other processing of such Disclosed Personal Information. (f) Each Party shall at all times keep strictly confidential all Disclosed Personal Information provided obtained by or disclosed to it, and shall instruct and require those its employees or other personnel or advisors having access to responsible for processing such Disclosed Personal Information to protect the confidentiality of such information in a manner consistent with the Parties' Party's obligations hereunder. Each Party shall ensure that access to the Disclosed Personal Information obtained by or disclosed to it shall be restricted to its employees or other personnel or advisors who have a bona fide need to access to such information in order for such Party to perform its obligations under this Agreement and to complete the ArrangementTransaction. (g) Each Party shall promptly notify the other Party of all inquiries, complaints, requests for access, and claims Claims of which it the Party is made aware in connection with the Disclosed Personal InformationInformation obtained by or disclosed to it. The Parties shall fully co-operate with one another, with the other Persons to whom the Disclosed Personal Information relates, and any Governmental Authority Authorities charged with enforcement of Applicable Privacy Laws, in responding to such inquiries, complaints, requests for access, and claimsClaims. (h) Upon If Closing does not occur, Purchaser shall return to Vendor or, with the expiry consent of Vendor, destroy all copies of all Disclosed Personal Information obtained by or termination of disclosed to Purchaser in connection with this Agreement, or otherwise upon the reasonable request . (i) [paragraph regarding return of the other Party, the Parties shall forthwith cease all use of the Personal Information acquired by it Purchaser in connection with this Agreement and will return to the other or, at the other's request, destroy in a secure manner, the Disclosed Personal Information has been redacted]. (and any copies)j) The provisions of this Clause 11.2 shall survive Closing.

Privacy Matters. (a) Notwithstanding the other provisions of this Agreement GSK and the Confidentiality Agreement, this Section 6.02 shall apply with respect Company acknowledge and agree that certain information provided by the Company to Personal Information. b) Each Party acknowledges that it is responsible for compliance at all times with Privacy Laws which govern the collection, use and disclosure of Personal Information transferred to it by another Party in the course of the due diligence process leading to this Agreement or pursuant to or GSK in connection with this Agreement the transactions contemplated hereunder constitutes Personal Information ("the “Disclosed Personal Information"). c”) No Party shall use Disclosed Personal Information for any purposes other than those related to the performance of this Agreement and the completion of the Arrangement. d) Each Party acknowledges and confirms that the disclosure of Personal Information which is necessary for the purposes of determining if the Parties GSK shall proceed with the Arrangement, and that the disclosure of the Disclosed Personal Information relates solely to the carrying on of the business of the Company and or the completion of the ArrangementArrangement and that, as contemplated by the terms of the Confidentiality Agreement, such Disclosed Personal Information: (i) may not be used for any purpose other than those related to the performance of this Agreement; (ii) must be kept strictly confidential and GSK shall ensure that access to such Personal Information shall be restricted to those Representatives of GSK who have a bona fide need for access to such information and shall instruct those Representatives to protect the confidentiality of such information in a manner consistent with GSK’s obligations hereunder; and (iii) upon the termination of this Agreement, or otherwise upon the request of the Company, GSK shall forthwith cease all use of the Disclosed Personal Information acquired by GSK in connection with this Agreement and will return to the Company or, at the Company’s request, destroy in a secure manner the Disclosed Personal Information (and any copies). e(b) Each of Party acknowledges and confirms that it has and shall continue In addition to the foregoing obligations contained in the Confidentiality Agreement: (i) GSK agrees to employ appropriate technology and procedures in accordance with applicable Law to prevent accidental loss or corruption of the Disclosed Personal Information, unauthorized input or access to the Disclosed Personal Information, or unauthorized or unlawful collection, storage, disclosure, recording, copying, alteration, removal, deletion, use or other processing of such the Disclosed Personal Information.; f(ii) Each Party shall at all times keep strictly confidential all Disclosed Personal Information provided each of the Company and GSK agrees to it, and shall instruct and require those employees or advisors having access to such Disclosed Personal Information to protect the confidentiality of such information in a manner consistent with the Parties' obligations hereunder. Each Party shall ensure that access to the Disclosed Personal Information shall be restricted to its employees or advisors who have a bona fide need to access such information in order to complete the Arrangement. g) Each Party shall promptly notify the other of all inquiries, complaints, requests for access, and claims of which it the party is made aware in connection with the Disclosed Personal Information. The Parties parties shall fully co-operate with one another, with the other Persons persons to whom the Disclosed Personal Information relates, and any Governmental Authority Entity charged with enforcement of Privacy Lawsapplicable privacy laws, in responding to such inquiries, complaints, requests for access, and claims; and (iii) if the Arrangement is completed the Company may disclose additional Personal Information of its employees, customers, directors and officers to GSK and its Representatives on condition that: (A) GSK and its Representatives must only use or disclose such Personal Information for the same purposes for which it was collected, used or disclosed by the Company, and (B) the employees, customers, directors, officers and shareholders whose Personal Information is disclosed are notified that: (I) the Arrangement has taken place, and (II) the personal information about them has been disclosed to GSK and its Representatives. h(c) Upon Without limiting the expiry foregoing, each of the Company and GSK acknowledge and agree that the Disclosure Letter and all information contained in it is confidential and may not be disclosed to any other person unless (a) such disclosure is required under applicable Law, unless such Law permits it to refrain from disclosing such information for confidentiality or termination of other reasons or (b) such disclosure is required in order to enforce its rights under this Agreement, or otherwise upon the reasonable request of the other Party, the Parties shall forthwith cease all use of the Personal Information acquired by it in connection with this Agreement and will return to the other or, at the other's request, destroy in a secure manner, the Disclosed Personal Information (and any copies).

Privacy Matters. (a) Notwithstanding Each of the parties acknowledge and agree that certain information provided by one party to the other provisions of this Agreement and the Confidentiality Agreement, this Section 6.02 shall apply with respect to Personal Information. b) Each Party acknowledges that it is responsible for compliance at all times with Privacy Laws which govern the collection, use and disclosure of Personal Information transferred to it by another Party in the course of the due diligence process leading to this Agreement or pursuant to or parties in connection with this Agreement the transactions contemplated hereunder constitutes Personal Information ("the “Disclosed Personal Information"). c”) No Party shall use Disclosed Personal Information for any purposes other than those related to the performance of this Agreement and the completion of the Arrangement. d) Each Party acknowledges and confirms that the disclosure of Personal Information which is necessary for the purposes of determining if the Parties parties shall proceed with the Scheme of Arrangement, and that the disclosure of the Disclosed Personal Information relates solely to the carrying on of the business of the Company and business, or the completion of the ArrangementScheme of Arrangement and such Disclosed Personal Information: (i) may not be used for any purpose other than those related to the performance of this Agreement; (ii) must be kept strictly confidential and each party shall ensure that access to such Personal Information shall be restricted to those Representatives of such party who have a bona fide need access to such information and shall instruct those Representatives to protect the confidentiality of such information in a manner consistent with each party’s obligations hereunder; and (iii) upon the expiry or termination of this Agreement, or otherwise upon the request of the party disclosing such Disclosed Personal Information, the other parties shall forthwith cease all use of the Disclosed Personal Information acquired in connection with this Agreement and will return to the disclosing party, or at the disclosing party’s request, destroy in a secure manner the Disclosed Personal Information (and any copies). e(b) Each of Party acknowledges and confirms that it has and shall continue party agrees to employ appropriate technology and procedures in accordance with applicable Law to prevent accidental loss or corruption of the Disclosed such Personal Information, unauthorized input or access to the Disclosed Personal Information, or unauthorized or unlawful collection, storage, disclosure, recording, copying, alteration, removal, deletion, use or other processing of such the Disclosed Personal Information.; f(c) Each Party shall at all times keep strictly confidential all Disclosed Personal Information provided of the parties agrees to it, and shall instruct and require those employees or advisors having access to such Disclosed Personal Information to protect the confidentiality of such information in a manner consistent with the Parties' obligations hereunder. Each Party shall ensure that access to the Disclosed Personal Information shall be restricted to its employees or advisors who have a bona fide need to access such information in order to complete the Arrangement. g) Each Party shall promptly notify the other parties of all inquiries, complaints, requests for access, and claims of which it the party is made aware in connection with the Disclosed Personal Information. The Parties parties shall fully co-operate with one another, with the other Persons persons to whom the Disclosed Personal Information relates, and any Governmental Authority Entity charged with enforcement of Privacy Lawsapplicable privacy laws, in responding to such inquiries, complaints, requests for access, and claims; and (d) if the Scheme of Arrangement is completed Geovic may disclose additional Personal Information of its employees, customers, directors and officers to Resource and its Representatives on condition that: (i) Resource and its Representatives must only use or disclose such Personal Information for the same purposes for which it was collected, used or disclosed by Geovic, and (ii) the employees, customers, directors, officers and shareholders whose Personal Information is disclosed are notified that: (A) the Scheme of Arrangement has taken place, and (B) the personal information about them has been disclosed to Resource and its Representatives. h(e) Upon Without limiting the expiry foregoing, each of Resource and Geovic agree that their respective disclosure letters and all information contained in them is confidential and may not be disclosed to any other person unless (a) such disclosure is required under applicable Law, unless such Law permits it to refrain from disclosing such information for confidentiality or termination of other reasons or (b) such disclosure is required in order to enforce its rights under this Agreement, or otherwise upon the reasonable request of the other Party, the Parties shall forthwith cease all use of the Personal Information acquired by it in connection with this Agreement and will return to the other or, at the other's request, destroy in a secure manner, the Disclosed Personal Information (and any copies).

Privacy Matters. (a) Notwithstanding Each of Target and Crosshair acknowledges that certain information provided to the other provisions of this Agreement and the Confidentiality Agreement, this Section 6.02 shall apply with respect to Personal Information. b) Each Party acknowledges that it is responsible for compliance at all times with Privacy Laws which govern the collection, use and disclosure of Personal Information transferred to it by another Party in the course of the due diligence process leading to this Agreement or pursuant to or party in connection with this Agreement the transactions contemplated hereunder constitutes Personal Information ("the “Disclosed Personal Information"”). c) No Party shall use Disclosed Personal Information for any purposes other than those related to the performance of this Agreement and the completion of the Arrangement. d) Each Party acknowledges and confirms , that the disclosure of Personal Information is necessary for the purposes of determining if the Parties shall proceed with the Arrangement, and that the disclosure of Disclosed Personal Information relates solely to the carrying on of the business of the Company and business, or the completion of the ArrangementArrangement and that such Disclosed Personal Information: (i) may not be used for any purpose other than those related to the performance of this Agreement; (ii) must be kept strictly confidential and Target and Crosshair shall ensure that access to such Personal Information shall be restricted to those Representatives of the recipient of such Personal Information who have a bona fide need access to such information and shall instruct those Representatives to protect the confidentiality of such information in a manner consistent with such party’s obligations hereunder; and (iii) upon the expiry or termination of this Agreement, or otherwise upon the request of the disclosing party, the recipient party shall forthwith cease all use of the Disclosed Personal Information acquired by recipient party in connection with this Agreement and will return to the disclosing party or, at the disclosing party’s request, destroy in a secure manner the Disclosed Personal Information (and any copies). e(b) Each In addition: (i) each of Party acknowledges Target and confirms that it has and shall continue Crosshair agrees to employ appropriate technology and procedures in accordance with applicable Law to prevent accidental loss or corruption of the Disclosed such Personal Information, unauthorized input or access to the Disclosed Personal Information, or unauthorized or unlawful collection, storage, disclosure, recording, copying, alteration, removal, deletion, use or other processing of such the Disclosed Personal Information.; f(ii) Each Party shall at all times keep strictly confidential all Disclosed Personal Information provided each of Target and Crosshair agrees to it, and shall instruct and require those employees or advisors having access to such Disclosed Personal Information to protect the confidentiality of such information in a manner consistent with the Parties' obligations hereunder. Each Party shall ensure that access to the Disclosed Personal Information shall be restricted to its employees or advisors who have a bona fide need to access such information in order to complete the Arrangement. g) Each Party shall promptly notify the other of all inquiries, complaints, requests for access, and claims of which it is made aware in connection with the Disclosed Personal Information. The Parties Target and Crosshair shall fully co-operate with one another, with the other Persons persons to whom the Disclosed Personal Information relates, and any Governmental Authority Entity charged with enforcement of Privacy Lawsapplicable privacy laws, in responding to such inquiries, complaints, requests for access, and claims.; and h(iii) Upon if the expiry or termination Arrangement is completed, each of this Agreement, or otherwise upon the reasonable request of the other Party, the Parties shall forthwith cease all use of the Target and Crosshair may disclose additional Personal Information acquired by it in connection with this Agreement of their respective employees, customers, directors and will return officers to the other or, at the other's request, destroy in a secure manner, the Disclosed party and its Representatives on condition that: (A) Target and Crosshair and their respective Representatives must only use or disclose such Personal Information for the same purposes for which it was collected, used or disclosed by the disclosing party, and (B) the employees, customers, directors, officers and any copies)shareholders whose Personal Information is disclosed are notified that: (I) the Arrangement has taken place, and (II) the personal information about them has been disclosed to the other party and its Representatives.

Privacy Matters. (a) Notwithstanding the other provisions of this Agreement Parent and the Confidentiality Agreement, this Section 6.02 shall apply with respect Target acknowledge and agree that certain information provided by Target to Personal Information. b) Each Party acknowledges that it is responsible for compliance at all times with Privacy Laws which govern the collection, use and disclosure of Personal Information transferred to it by another Party in the course of the due diligence process leading to this Agreement or pursuant to or Parent in connection with this Agreement the transactions contemplated hereunder constitutes Personal Information ("the “Disclosed Personal Information"). c”) No Party shall use Disclosed Personal Information for any purposes other than those related to the performance of this Agreement and the completion of the Arrangement. d) Each Party acknowledges and confirms that the disclosure of Personal Information which is necessary for the purposes of determining if the Parties Parent shall proceed with the Arrangement, and that the disclosure of the Disclosed Personal Information relates solely to the carrying on of the business of the Company and business, or the completion of the ArrangementArrangement and that, as contemplated by the terms of the Confidentiality Agreement, such Disclosed Personal Information: (i) may not be used for any purpose other than those related to the performance of this Agreement; (ii) must be kept strictly confidential and Parent shall ensure that access to such Personal Information shall be restricted to those Representatives of Parent who have a bona fide need to have access to such information and shall instruct those Representatives to protect the confidentiality of such information in a manner consistent with Parent’s obligations hereunder; and (iii) upon the expiry or termination of this Agreement, or otherwise upon the request of Target, Parent shall forthwith cease all use of the Disclosed Personal Information acquired by Parent in connection with this Agreement and will return to Target or, at Target s request, destroy in a secure manner the Disclosed Personal Information (and any copies). e(b) Each of Party acknowledges and confirms that it has and shall continue In addition to the foregoing obligations contained in the Confidentiality Agreement: (i) Parent agrees to employ appropriate technology and procedures in accordance with applicable Law to prevent accidental loss or corruption of the Disclosed such Personal Information, unauthorized input or access to the Disclosed Personal Information, or unauthorized or unlawful collection, storage, disclosure, recording, copying, alteration, removal, deletion, use or other processing of such the Disclosed Personal Information.; f(ii) Each Party shall at all times keep strictly confidential all Disclosed Personal Information provided each of Target and Parent agrees to it, and shall instruct and require those employees or advisors having access to such Disclosed Personal Information to protect the confidentiality of such information in a manner consistent with the Parties' obligations hereunder. Each Party shall ensure that access to the Disclosed Personal Information shall be restricted to its employees or advisors who have a bona fide need to access such information in order to complete the Arrangement. g) Each Party shall promptly notify the other of all inquiries, complaints, requests for access, and claims of which it the Party is made aware in connection with the Disclosed Personal Information. The Parties shall fully co-operate with one another, with the other Persons persons to whom the Disclosed Personal Information relates, and any Governmental Authority Entity charged with enforcement of Privacy Lawsapplicable privacy laws, in responding to such inquiries, complaints, requests for access, and claims; and (iii) if the Arrangement is completed Target may disclose additional Personal Information of its employees, customers, directors and officers to Parent and its Representatives on condition that: (A) Parent and its Representatives must only use or disclose such Personal Information for the same purposes for which it was collected, used or disclosed by Target, and (B) the employees, customers, directors, officers and shareholders whose Personal Information is disclosed are notified that: (I) the Arrangement has taken place, and (II) the personal information about them has been disclosed to Parent and its Representatives. h(c) Upon Without limiting the expiry foregoing, each of Target and Parent acknowledge and agree that their respective disclosure letters and all information contained in them is confidential and may not be disclosed to any Person other than their Representatives unless (i) such disclosure is required under applicable Law, unless such Law permits it to refrain from disclosing such information for confidentiality or termination of other reasons or (ii) such disclosure is required in order to enforce its rights under this Agreement, or otherwise upon the reasonable request of the other Party, the Parties shall forthwith cease all use of the Personal Information acquired by it in connection with this Agreement and will return to the other or, at the other's request, destroy in a secure manner, the Disclosed Personal Information (and any copies).