Protective Arrangements. In the event that any Party or any member of its Group either determines on the advice of its counsel that it is required to disclose any Group Information pursuant to applicable Law or receives any demand under lawful process or from any Governmental Authority to disclose or provide Group Information of any other Party (or any member of another Party’s Group) that is subject to the confidentiality provisions hereof, such Party shall, promptly upon receipt of a request for disclosure of any Information, notify the other Party (to the extent legally permitted) prior to disclosing or providing such Group Information and shall cooperate at the expense of the requesting Party in seeking any reasonable protective arrangements requested by the requesting Party. Subject to the foregoing, the Person that received such request may thereafter disclose or provide only that portion of Group Information that is legally required by such Law (as so advised by counsel) or by lawful process or such Governmental Authority.
Appears in 5 contracts
Samples: Separation and Distribution Agreement, Separation and Distribution Agreement (Navient Corp), Separation and Distribution Agreement (SLM Corp)
Protective Arrangements. In the event that any Party either party or any other respective member of its the BOLC Group or the NUVOLA Group, as applicable, either (i) determines on the advice of its counsel that it is required to disclose any Group Information pursuant to applicable Law law or (ii) receives any demand under lawful process or from any Governmental Authority to disclose or provide Group Information of any the other Party party (or any other member of another Party’s the BOLC Group or the NUVOLA Group, as applicable) that is subject to the confidentiality provisions hereof, such Party shall, promptly upon receipt of a request for disclosure of any Information, party shall notify the other Party (to the extent legally permitted) party prior to disclosing or providing such Group Information and shall cooperate at the expense of the requesting Party party in seeking any reasonable protective arrangements requested by the requesting Partysuch other party. Subject to the foregoing, the Person that received such request may thereafter disclose or provide only that portion of Group Information that is legally to the extent required by such Law law (as so advised by counsel) or by lawful process or such Governmental Authority.
Appears in 4 contracts
Samples: Separation and Distribution Agreement (Nuvola, Inc.), Separation and Distribution Agreement (Nuvola, Inc.), Separation and Distribution Agreement (Nuvola, Inc.)
Protective Arrangements. In the event that any Party either party or any other respective member of its the ORACO Group or the MERC Group, as applicable, either (i) determines on the advice of its counsel that it is required to disclose any Group Information pursuant to applicable Law law or (ii) receives any demand under lawful process or from any Governmental Authority to disclose or provide Group Information of any the other Party party (or any other member of another Party’s the ORACO Group or the MERC Group, as applicable) that is subject to the confidentiality provisions hereof, such Party shall, promptly upon receipt of a request for disclosure of any Information, party shall notify the other Party (to the extent legally permitted) party prior to disclosing or providing such Group Information and shall cooperate at the expense of the requesting Party party in seeking any reasonable protective arrangements requested by the requesting Partysuch other party. Subject to the foregoing, the Person that received such request may thereafter disclose or provide only that portion of Group Information that is legally to the extent required by such Law law (as so advised by counsel) or by lawful process or such Governmental Authority.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Merculite Distributing, Inc.), Separation and Distribution Agreement (Oraco Resources, Inc.)
Protective Arrangements. In the event that any Party either party or any other respective member of its the Rubicon Group or the DAC Group, as applicable, either (i) determines on the advice of its counsel that it is required to disclose any Group Information pursuant to applicable Law law or (ii) receives any demand under lawful process or from any Governmental Authority to disclose or provide Group Information of any the other Party party (or any other member of another Party’s the Rubicon Group or the DAC Group, as applicable) that is subject to the confidentiality provisions hereof, such Party shall, promptly upon receipt of a request for disclosure of any Information, party shall notify the other Party (to the extent legally permitted) party prior to disclosing or providing such Group Information and shall cooperate at the expense of the requesting Party party in seeking any reasonable protective arrangements requested by the requesting Partysuch other party. Subject to the foregoing, the Person that received such request may thereafter disclose or provide only that portion of Group Information that is legally to the extent required by such Law law (as so advised by counsel) or by lawful process or such Governmental Authority.
Appears in 1 contract
Samples: Separation and Distribution Agreement (Rubicon Financial Inc)
Protective Arrangements. In the event that any Party either party or any other respective member of its the QUALCOMM Group or the Leap Group, as applicable, either (i) determines on the advice of its counsel that it is required to disclose any Group Information pursuant to applicable Law law or (ii) receives any demand under lawful process or from any Governmental Authority to disclose or provide Group Information of any the other Party party (or any other member of another Party’s the QUALCOMM Group or the Leap Group, as applicable) that is subject to the confidentiality provisions hereof, such Party shall, promptly upon receipt of a request for disclosure of any Information, party shall notify the other Party (to the extent legally permitted) party prior to disclosing or providing such Group Information and shall cooperate at the expense of the requesting Party party in seeking any reasonable protective arrangements requested by the requesting Partysuch other party. Subject to the foregoing, the Person that received such request may thereafter disclose or provide only that portion of Group Information that is legally to the extent required by such Law law (as so advised by counsel) or by lawful process or such Governmental Authority.
Appears in 1 contract
Samples: Separation and Distribution Agreement (Leap Wireless International Inc)
Protective Arrangements. In the event that any Party either party or any other respective member of its the STEI Group or the SQRI Group, as applicable, either (i) determines on the advice of its counsel that it is required to disclose any Group Information pursuant to applicable Law law or (ii) receives any demand under lawful process or from any Governmental Authority to disclose or provide Group Information of any the other Party party (or any other member of another Party’s the STEI Group or the SQRI Group, as applicable) that is subject to the confidentiality provisions hereof, such Party shall, promptly upon receipt of a request for disclosure of any Information, party shall notify the other Party (to the extent legally permitted) party prior to disclosing or providing such Group Information and shall cooperate at the expense of the requesting Party party in seeking any reasonable protective arrangements requested by the requesting Partysuch other party. Subject to the foregoing, the Person that received such request may thereafter disclose or provide only that portion of Group Information that is legally to the extent required by such Law law (as so advised by counsel) or by lawful process or such Governmental Authority.
Appears in 1 contract
Samples: Separation and Distribution Agreement (Online Internet Network, Inc.)
Protective Arrangements. In the event that any Party either party or any other respective member of its the Eastside Group or the MWW Group, as applicable, either (i) determines on the advice of its counsel that it is required to disclose any Group Information pursuant to applicable Law law or (ii) receives any demand under lawful process or from any Governmental Authority to disclose or provide Group Information of any the other Party party (or any other member of another Party’s the Eastside Group or the MWW Group, as applicable) that is subject to the confidentiality provisions hereof, such Party shall, promptly upon receipt of a request for disclosure of any Information, party shall notify the other Party (to the extent legally permitted) party prior to disclosing or providing such Group Information and shall cooperate at the expense of the requesting Party party in seeking any reasonable protective arrangements requested by the requesting Partysuch other party. Subject to the foregoing, the Person that received such request may thereafter disclose or provide only that portion of Group Information that is legally to the extent required by such Law law (as so advised by counsel) or by lawful process or such Governmental Authority.
Appears in 1 contract
Samples: Separation and Share Transfer Agreement (Eastside Distilling, Inc.)