Public/Private. (i) Each Credit Party hereby authorizes the Administrative Agent to distribute (A) to Public Xxxxxx all Communications that the Borrower identifies in writing as containing no MNPI (“Public Side Communications”), and the Borrower represents and warrants that no such Public Side Communications contain any MNPI, and, at the reasonable written request of the Administrative Agent, the Borrower shall use commercially reasonable efforts to identify Public Side Communications by clearly and conspicuously marking the same as “PUBLIC”; and (B) to Private Xxxxxx all Communications other than Public Side Communications (such Communications, “Private Side Communications”). The Borrower agrees to designate as Private Side Communications only those Communications or portions thereof that it reasonably believes in good faith constitute MNPI, and agrees to use all commercially reasonable efforts not to designate any Communications provided under Section 5.01(a), (b) and (c) as Private Side Communications. “Private Xxxxxx” shall mean Lenders’ employees and representatives who have declared that they are authorized to receive MNPI. “Public Xxxxxx” shall mean Lenders’ employees and representatives who have not declared that they are authorized to receive MNPI; it being understood that Public Xxxxxx may be engaged in investment and other market-related activities with respect to the Borrower’s or its Affiliates’ securities or loans. “MNPI” shall mean material non-public information (within the meaning of United States federal securities laws assuming that Holdings is a public reporting company under federal securities laws (regardless of whether Holdings is actually a public reporting company under federal securities laws)) with respect to Holdings, its Affiliates, its Subsidiaries and any of their respective securities.
Public/Private. Each Obligor hereby authorizes the Administrative Agent to distribute (i) to Private Xxxxxx all Communications and (ii) to Public Xxxxxx such Communications and only such Communications that the Guarantor clearly identifies in writing as being available for communication to Public Xxxxxx (“Public Sider Communications”). The Guarantor represents and warrants that no Public Sider Communication contains or will contain any MNPI. “Private Xxxxxx” means Lenders’ employees and representatives who have declared that they are authorized to receive MNPI. “Public Xxxxxx” means Lenders’ employees and representatives who have not declared that they are authorized to receive MNPI; it being understood that Public Xxxxxx may be engaged in investment and other market-related activities with respect to the Guarantor or its Affiliates’ securities or loans. “MNPI” means material non-public information (within the meaning of United States federal securities laws) with respect to the Guarantor, its Affiliates and any of their respective securities. Each Lender acknowledges that United States federal and state securities laws prohibit any Person from purchasing or selling securities on the basis of material, non-public information concerning the issuer of such securities or, subject to certain limited exceptions, from communicating such information to any other Person. Each Lender confirms that it has developed procedures to ensure compliance with these securities laws. Each Lender acknowledges that circumstances may arise that require it to refer to Communications that may contain MNPI. Accordingly, each Lender agrees that it will designate at least one individual to receive Private Sider Communications on its behalf in compliance with its procedures and applicable law and identify such designee (including such designee’s contact information) on such Lender’s Administrative Questionnaire. Each Lender agrees to notify the Administrative Agent from time to time of such Lender’s designee’s e-mail address to which notice of the availability of Private Sider Communications may be sent by electronic transmission. Each Lender that elects not to be given access to Private Sider Communications does so voluntarily and, by such election, acknowledges and agrees that the Administrative Agent and other Lenders may have access to Private Sider Communications that such electing Lender does not have, and takes sole responsibility for the consequences of, and waives any and all claims based on...
Public/Private. Each Credit Party hereby authorizes the Administrative Agent to distribute (A) to Public Xxxxxx all Communications that the Borrower identifies in writing as containing no MNPI (“Public Side Communications”), and the Borrower represents and warrants that no such Public Side Communications contain any MNPI, and, at the reasonable
Public/Private. (i) Each Credit Party hereby authorizes Administrative Agent to distribute (i) to Private Xxxxxx all Communications, including any Communication that Parent Borrower identifies in writing is to be distributed to Private Xxxxxx only (“Private Side Communications”), and (ii) to Public Xxxxxx all Communications other than any Private Side Communication. Parent Borrower represents and warrants that no Communication (other than Private Side Communications) contains any MNPI. Parent Borrower agrees to designate as Private Side Communications only those Communications or portions thereof that it reasonably believes in good faith include MNPI. Parent Borrower, its Affiliates and their respective Subsidiaries do not have any publicly traded securities outstanding as of the date hereof. At any such time, if any, as Parent Borrower, its Affiliates and their respective Subsidiaries issues securities in a transaction that is registered under the Securities Act or exempt from registration under the United States Securities and Exchange Commission (“SEC”) Rule 144A, Parent Borrower will to the extent not in conflict with any Requirements of Law or the requirements of the SEC or other regulatory or self-regulatory bodies, take such steps as may be required so that, at the time of such offering, the information previously provided to Lenders or otherwise pursuant to this Agreement will not constitute MNPI with respect to Parent Borrower, any Affiliate or any of their respective Affiliates for the purpose of United States federal and state securities law at such time. At all times thereafter, Parent Borrower, and agrees to use all commercially reasonable efforts not to designate any Communications provided under Section 5.1(a), (b), (c) and (d) as Private Side Communications.
Public/Private. 1 Borrower hereby authorizes the Administrative Agent to distribute (i) to Private Sxxxxx all Communications, including any Communication that Borrower identifies in writing is to be distributed to Private Sxxxxx only ("Private Side Communications"), and (ii) to Public Sxxxxx all Communications other than any Private Side Communication. Borrower represents and warrants that no Communication (other than Private Side Communications) contains any MNPI. Borrower agrees to designate as Private Side Communications only those Communications or portions thereof that it reasonably believes in good faith include MNPI. Borrower agrees to use all commercially reasonable efforts not to designate any Communications provided under Section 4.01(a), (b), and (c) as Private Side Communications. "Private Sxxxxx" shall mean Lenders' employees and representatives who have declared that they are authorized to receive MNPI. "Public Sxxxxx" shall mean Lenders' employees and representatives who have not declared that they are authorized to receive MNPI; it being understood that Public Sxxxxx may be engaged in investment and other market-related activities with respect to Borrower's or its affiliates' securities or loans. "MNPI" shall mean material non-public information (within the meaning of United States federal securities laws) with respect to Borrower, its affiliates and any of their respective securities. Each Lender acknowledges that United States federal and state securities laws prohibit any person from purchasing or selling securities on the basis of material, non-public information concerning the issuer of such securities or, subject to certain limited exceptions, from communicating such information to any other person. Each Lender confirms that it has developed procedures designed to ensure compliance with these securities laws. Each Lender acknowledges that circumstances may arise that require it to refer to Communications that may contain MNPI. Accordingly, each Lender agrees that it will use commercially reasonable efforts to designate at least one individual to receive Private Side Communications on its behalf in compliance with its procedures and applicable law and identify such designee (including such designee's contact information) on such Lender's Administrative Questionnaire. Each Lender agrees to notify the Administrative Agent in writing from time to time of such Lender's designee's e-mail address to which notice of the availability of Private Side Communica...
Public/Private. Partnerships (P3)
Public/Private. Each Loan Party hereby authorizes the Administrative Agent to distribute (i) to Private Sxxxxx all Communications, and (ii) to Public Sxxxxx only Communications Borrower identifies in writing as not containing any MNPI (“Public Side Communications”). Borrower represents and warrants that no Public Side Communication contains any MNPI. Borrower agrees to designate as Public Side Communications only those Communications or portions thereof that it
Public/Private. Each Loan Party hereby authorizes Administrative Agent to distribute (i) to 38669945_32
Public/Private. The Note Parties shall mark all materials delivered to the Holders hereunder conspicuously on the first page as either “PUBLIC” (i.e. does not contain MNPI) or “PRIVATE” (i.e., contains MNPI). Holders may by written notice to the Company opt-out of receiving any “PRIVATE” materials (“Opt-Out”). Once a Holder has elected to Opt-Out, the Note Parties shall only deliver to such Holder “PUBLIC” materials and will use their best efforts to create “PUBLIC” versions of all documents redacting the minimum amount of information so that the materials may be distributed to Holders without the benefit of any MNPI; provided that the Note Parties shall continue to provide such materials containing “PRIVATE” information to the Holders not electing to Opt-Out. Any Holder who has elected to Opt-Out may subsequently deliver a notice to the Company opting to receive “PRIVATE” materials at which point and going forward the Note Parties will provide “PRIVATE” materials to the Holder (“Opt-In”). There are no limits on the number of times a Holder can Opt-In or Opt-Out.
Public/Private. PARTNERSHIP The Facility will be owned by the Authority for the public’s benefit, promoting economic development in the northwest area of downtown, activation of the San Xxxxx Creek Cultural Park, and creation of vibrant San Xxxxx Creek Park District comprised of the Facility and the New Development.
