Restrictions on Disclosure. The Servicer agrees that it shall not, prior to the termination or expiration of this Agreement or within three (3) years after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST or any Subsidiary regarding the business of WEST and the Subsidiaries or the Engine Assets, except as authorized in writing by WEST, and except: (a) to representatives of the Servicer and any of its Affiliates in furtherance of the purpose of this Agreement provided that any such representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.09; (b) to the extent required by Applicable Law or by judicial or administrative process, but in the event of proposed disclosure, the Servicer shall seek the assistance of WEST to protect information in which WEST has an interest to the maximum extent achievable; (c) to the extent that the information: (i) was generally available in the public domain; (ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any Subsidiary; (iii) was disclosed to the general public with the approval of WEST or any Subsidiary; (iv) was in the files, records or knowledge of the Servicer or any of the Servicer’s Affiliates prior to initial disclosure thereof to the Servicer or any of the Servicer’s Affiliates by WEST or any Subsidiary; (v) was provided by WEST or any Subsidiary to the Servicer or any of the Servicer’s Affiliates without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or (vi) was developed independently by the Servicer or any of the Servicer’s Affiliates; and (d) is reasonably deemed necessary by the Servicer to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, further, that prior to disclosure of such information, the Servicer shall inform WEST and the Subsidiaries of such disclosure.
Appears in 3 contracts
Samples: Servicing Agreement, Servicing Agreement (Willis Lease Finance Corp), Servicing Agreement (Willis Lease Finance Corp)
Restrictions on Disclosure. The Servicer agrees that it shall not, prior to the termination or expiration of this Agreement or within three (3) years after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST or any Subsidiary Person within the Serviced Group regarding the business of WEST and each Person within the Subsidiaries Serviced Group or the Engine Assets, except as authorized in writing by WEST, and except:
(a) to representatives of the Servicer and any of its Affiliates in furtherance of the purpose of this Agreement provided that any such representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.09;
(b) to the extent required by Applicable Law or by judicial or administrative process, but in the event of proposed disclosure, the Servicer shall seek the assistance of WEST to protect information in which WEST has an interest to the maximum extent achievable;
(c) to the extent that the information:
(i) was generally available in the public domain;; [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. Confidential Treatment Requested: Information for which confidential treatment has been requested is omitted and is noted with asterisks. An unredacted version of this document has been filed separately with the Securities and Exchange Commission.
(ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any SubsidiaryPerson within the Serviced Group;
(iii) was disclosed to the general public with the approval of WEST or any SubsidiaryPerson within the Serviced Group;
(iv) was in the files, records or knowledge of the Servicer or any of the Servicer’s Affiliates prior to initial disclosure thereof to the Servicer or any of the Servicer’s Affiliates by WEST or any SubsidiaryPerson within the Serviced Group;
(v) was provided by WEST or any Subsidiary Person within the Serviced Group to the Servicer or any of the Servicer’s Affiliates without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or
(vi) was developed independently by the Servicer or any of the Servicer’s Affiliates; and
(d) is reasonably deemed necessary by the Servicer to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, further, that prior to disclosure of such information, the Servicer shall inform WEST and each Person within the Subsidiaries Serviced Group of such disclosure.
Appears in 2 contracts
Samples: Servicing Agreement, Servicing Agreement (Willis Lease Finance Corp)
Restrictions on Disclosure. The Servicer Administrative Agent agrees that it shall not, prior to the termination or expiration of this Agreement or within three (3) years year after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST or any Subsidiary and the Subsidiaries regarding the business of WEST and the Subsidiaries or their business or the Engine AssetsEngines, except as authorized in writing by WESTWEST and the Subsidiaries or otherwise permitted by this Agreement, and except:
(a) to representatives of the Servicer Administrative Agent and any of its Affiliates in furtherance of the purpose purposes of this Agreement Agreement; provided that any such representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.0910.09;
(b) to the extent required by Applicable Law or by judicial or administrative process, but in the event of proposed disclosure, the Servicer Administrative Agent shall seek the assistance of WEST use reasonable efforts to protect information in which WEST has and the Subsidiaries have an interest to the maximum extent achievable;; and
(c) to the extent that the information:
(i) was generally available in the public domain;
(ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any Subsidiaryand the Subsidiaries;
(iii) was disclosed to the general public with the approval of WEST or any Subsidiaryand the Subsidiaries;
(iv) was in the files, records or knowledge of the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent prior to initial disclosure thereof to the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent by WEST or any Subsidiaryand the Subsidiaries;
(v) was provided by a member of a governing body of WEST or any Subsidiary to the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or
(vi) was developed independently by the Servicer Administrative Agent or any Affiliates of the Servicer’s AffiliatesAdministrative Agent; and
(dvii) is reasonably deemed necessary by the Servicer Administrative Agent to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer Administrative Agent shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, provided further, that prior to disclosure of such information, information the Servicer Administrative Agent shall inform WEST and the Subsidiaries of such disclosure.
Appears in 2 contracts
Samples: Administrative Agency Agreement (Willis Lease Finance Corp), Administrative Agency Agreement (Willis Lease Finance Corp)
Restrictions on Disclosure. The Servicer Cash Manager agrees that it shall not, prior to the termination or expiration of this Agreement or within the three (3) years after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST AerCo Group regarding AerCo Group or any Subsidiary regarding the its business of WEST and the Subsidiaries or the Engine AssetsAircraft, except as authorized in writing by WESTAerCo Group or otherwise permitted by this Agreement, and except:
(a) to representatives Representatives of the Servicer Cash Manager and any of its Affiliates affiliates in furtherance of the purpose purposes of this Agreement Agreement, provided that any such representatives Representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.0912.09;
(b) to the extent (i) required by Applicable Law or by judicial or administrative process, including pursuant to any subpoena, civil investigative demand or similar demand or request of any court, regulatory authority, arbitrator or arbitration to which the Cash Manager or an affiliate thereof is a party, or (ii) reasonably necessary in order to enable the Cash Manager to perform the Cash Management Services, but in the case of clause (i) above, in the event of proposed disclosure, the Servicer Cash Manager shall seek the assistance of WEST AerCo Group to protect information in which WEST AerCo Group has an interest to the maximum extent achievable;
(c) to the extent such information is required to be included in any preliminary or final offering circular, registration statement or contract or other document pertaining to the transactions contemplated by the Indenture and the Related Documents approved in advance by AerCo;
(d) to the extent that the information:
(i) was generally available in the public domain;
(ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any SubsidiaryAerCo Group;
(iii) was disclosed to the general public with the approval of WEST or any SubsidiaryAerCo Group;
(iv) was in the files, records or knowledge of the Servicer Cash Manager or any Affiliates of the Servicer’s Affiliates Cash Manager prior to initial disclosure thereof to the Servicer Cash Manager or any Affiliates of the Servicer’s Affiliates Cash Manager by WEST or any Subsidiary;AerCo Group; and
(v) was provided by WEST or any Subsidiary to the Servicer or any of the Servicer’s Affiliates without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or
(vi) was developed independently by the Servicer Cash Manager or any Affiliates of the Servicer’s AffiliatesCash Manager; and
(de) is to the extent the Cash Manager reasonably deemed deems necessary by the Servicer to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer Cash Manager shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, provided further, that prior to disclosure of such information, information the Servicer Cash Manager shall inform WEST and the Subsidiaries AerCo Group of such disclosure.
Appears in 2 contracts
Samples: Cash Management Agreement (Aerco LTD), Cash Management Agreement (Aerco LTD)
Restrictions on Disclosure. The Servicer agrees that it shall not, prior to the termination or expiration of this Agreement or within three (3) years after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST or any Subsidiary Person within the Serviced Group regarding the business of WEST and each Person within the Subsidiaries Serviced Group or the Engine Assets, except as authorized in writing by WEST, and except:
(a) to representatives of the Servicer and any of its Affiliates in furtherance of the purpose of this Agreement provided that any such representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.09;
(b) to the extent required by Applicable Law or by judicial or administrative process, but in the event of proposed disclosure, the Servicer shall seek the assistance of WEST to protect information in which WEST has an interest to the maximum extent achievable;
(c) to the extent that the information:
(i) was generally available in the public domain;; #4822-6868-4260v2
(ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any SubsidiaryPerson within the Serviced Group;
(iii) was disclosed to the general public with the approval of WEST or any SubsidiaryPerson within the Serviced Group;
(iv) was in the files, records or knowledge of the Servicer or any of the Servicer’s Affiliates prior to initial disclosure thereof to the Servicer or any of the Servicer’s Affiliates by WEST or any SubsidiaryPerson within the Serviced Group;
(v) was provided by WEST or any Subsidiary Person within the Serviced Group to the Servicer or any of the Servicer’s Affiliates without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or
(vi) was developed independently by the Servicer or any of the Servicer’s Affiliates; and
(d) is reasonably deemed necessary by the Servicer to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, further, that prior to disclosure of such information, the Servicer shall inform WEST and each Person within the Subsidiaries Serviced Group of such disclosure.
Appears in 1 contract
Restrictions on Disclosure. The Servicer Administrative Agent agrees that it shall not, prior to the termination or expiration of this Agreement or within three (3) years year after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST or any Subsidiary and each other Managed Group Member regarding the business of WEST and the Subsidiaries each other Managed Group Member or their business or the Engine Assets, except as authorized in writing by WESTWEST and each other Managed Group Member or otherwise permitted by this Agreement, and except:
(a) to representatives of the Servicer Administrative Agent and any of its Affiliates in furtherance of the purpose purposes of this Agreement Agreement; provided that any such representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.0910.09;
(b) to the extent required by Applicable Law or by judicial or administrative process, but in the event of proposed disclosure, the Servicer Administrative Agent shall seek the assistance of WEST use reasonable efforts to protect information in which WEST has and each other Managed Group Member have an interest to the maximum extent achievable;; and
(c) to the extent that the information:
(i) was generally available in the public domain;
(ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any Subsidiaryand each other Managed Group Member;
(iii) was disclosed to the general public with the approval of WEST or any Subsidiaryand each other Managed Group Member;
(iv) was in the files, records or knowledge of the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent prior to initial disclosure thereof to the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent by WEST or any Subsidiaryand each other Managed Group Member;
(v) was provided by a member of a governing body of WEST or any Subsidiary other Managed Group Member to the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or
(vi) was developed independently by the Servicer Administrative Agent or any Affiliates of the Servicer’s AffiliatesAdministrative Agent; and
(dvii) is reasonably deemed necessary by the Servicer Administrative Agent to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer Administrative Agent shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, provided further, that prior to [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. Confidential Treatment Requested: Information for which confidential treatment has been requested is omitted and is noted with asterisks. An unredacted version of this document has been filed separately with the Securities and Exchange Commission. disclosure of such information, information the Servicer Administrative Agent shall inform WEST and the Subsidiaries each other Managed Group Member of such disclosure.
Appears in 1 contract
Samples: Administrative Agency Agreement (Willis Lease Finance Corp)
Restrictions on Disclosure. The Servicer Administrative Agent agrees that it shall not, prior to the termination or expiration of this Agreement or within three (3) years year after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST or any Subsidiary and each other Managed Group Member regarding the business of WEST and the Subsidiaries each other Managed Group Member or their business or the Engine Assets, except as authorized in writing by WESTWEST and each other Managed Group Member or otherwise permitted by this Agreement, and except:
(a) to representatives of the Servicer Administrative Agent and any of its Affiliates in furtherance of the purpose purposes of this Agreement Agreement; provided that any such representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.0910.09;
(b) to the extent required by Applicable Law or by judicial or administrative process, but in the event of proposed disclosure, the Servicer Administrative Agent shall seek the assistance of WEST use reasonable efforts to protect information in which WEST has and each other Managed Group Member have an interest to the maximum extent achievable;; and
(c) to the extent that the information:: [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. Confidential Treatment Requested: Information for which confidential treatment has been requested is omitted and is noted with asterisks. An unredacted version of this document has been filed separately with the Securities and Exchange Commission.
(i) was generally available in the public domain;
(ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any Subsidiaryand each other Managed Group Member;
(iii) was disclosed to the general public with the approval of WEST or any Subsidiaryand each other Managed Group Member;
(iv) was in the files, records or knowledge of the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent prior to initial disclosure thereof to the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent by WEST or any Subsidiaryand each other Managed Group Member;
(v) was provided by a member of a governing body of WEST or any Subsidiary other Managed Group Member to the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or
(vi) was developed independently by the Servicer Administrative Agent or any Affiliates of the Servicer’s AffiliatesAdministrative Agent; and
(dvii) is reasonably deemed necessary by the Servicer Administrative Agent to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer Administrative Agent shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, provided further, that prior to disclosure of such information, information the Servicer Administrative Agent shall inform WEST and the Subsidiaries each other Managed Group Member of such disclosure.
Appears in 1 contract
Samples: Administrative Agency Agreement (Willis Lease Finance Corp)
Restrictions on Disclosure. The Servicer agrees that it shall not, prior to the termination or expiration of this Agreement or within three (3) years after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST or any Subsidiary Person within the Serviced Group regarding the business of WEST and each Person within the Subsidiaries Serviced Group or the Engine Assets, except as authorized in writing by WESTthe Borrower, and except:
: (a) to representatives of the Servicer and any of its Affiliates in furtherance of the purpose of this Agreement provided that any such representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.09;
; (b) to the extent the Servicer determines is necessary or appropriate in connection with the performance of its services under this Agreement subject to customary confidentiality arrangements consistent with the Standard of Care; (c) to the extent required by Applicable Law or by judicial or administrative process, but in the event of proposed disclosure, the Servicer shall seek the assistance of WEST the Borrower to protect information in which WEST the Borrower has an interest to the maximum extent achievable;
; (cd) to the extent that the information:: 20
(i) was generally available in the public domain;
; (ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any Subsidiary;
Person within the Serviced Group; (iii) was disclosed to the general public with the approval of WEST or any Subsidiary;
Person within the Serviced Group; (iv) was in the files, records or knowledge of the Servicer or any of the Servicer’s Affiliates prior to initial disclosure thereof to the Servicer or any of the Servicer’s Affiliates by WEST or any Subsidiary;
Person within the Serviced Group; (v) was provided by WEST or any Subsidiary Person within the Serviced Group to the Servicer or any of the Servicer’s Affiliates without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or
or (vi) was developed independently by the Servicer or any of the Servicer’s Affiliates; and
and (de) is reasonably deemed necessary by the Servicer to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, further, that prior to disclosure of such information, the Servicer shall inform WEST and each Person within the Subsidiaries Serviced Group of such disclosure.
Appears in 1 contract
Restrictions on Disclosure. The Servicer agrees that it shall not, prior to the termination or expiration of this Agreement or within three (3) years after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST or any Subsidiary Person within the Serviced Group regarding the business of WEST and each Person within the Subsidiaries Serviced Group or the Engine Assets, except as authorized in writing by WEST, and except:
(a) to representatives of the Servicer and any of its Affiliates in furtherance of the purpose of this Agreement provided that any such representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.09;
(b) to the extent required by Applicable Law or by judicial or administrative process, but in the event of proposed disclosure, the Servicer shall seek the assistance of WEST to protect information in which WEST has an interest to the maximum extent achievable;; [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. Confidential Treatment Requested: Information for which confidential treatment has been requested is omitted and is noted with asterisks. An unredacted version of this document has been filed separately with the Securities and Exchange Commission.
(c) to the extent that the information:
(i) was generally available in the public domain;
(ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any SubsidiaryPerson within the Serviced Group;
(iii) was disclosed to the general public with the approval of WEST or any SubsidiaryPerson within the Serviced Group;
(iv) was in the files, records or knowledge of the Servicer or any of the Servicer’s Affiliates prior to initial disclosure thereof to the Servicer or any of the Servicer’s Affiliates by WEST or any SubsidiaryPerson within the Serviced Group;
(v) was provided by WEST or any Subsidiary Person within the Serviced Group to the Servicer or any of the Servicer’s Affiliates without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or
(vi) was developed independently by the Servicer or any of the Servicer’s Affiliates; and
(d) is reasonably deemed necessary by the Servicer to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, further, that prior to disclosure of such information, the Servicer shall inform WEST and each Person within the Subsidiaries Serviced Group of such disclosure.
Appears in 1 contract
Restrictions on Disclosure. The Servicer Administrative Agent agrees that it shall not, prior to the termination or expiration of this Agreement or within three (3) years year after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST or any Subsidiary and each other Managed Group Member regarding the business of WEST and the Subsidiaries each other Managed Group Member or their business or the Engine Assets, except as authorized in writing by WESTWEST and each other Managed Group Member or otherwise permitted by this Agreement, and except:
(a) to representatives of the Servicer Administrative Agent and any of its Affiliates in furtherance of the purpose purposes of this Agreement Agreement; provided that any such representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.0910.09;
(b) to the extent required by Applicable Law or by judicial or administrative process, but in the event of proposed disclosure, the Servicer Administrative Agent shall seek the assistance of WEST use reasonable efforts to protect information in which WEST has and each other Managed Group Member have an interest to the maximum extent achievable;; and
(c) to the extent that the information:
(i) was generally available in the public domain;
(ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any Subsidiaryand each other Managed Group Member;
(iii) was disclosed to the general public with the approval of WEST or any Subsidiaryand each other Managed Group Member;
(iv) was in the files, records or knowledge of the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent prior to initial disclosure thereof to the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent by WEST or any Subsidiaryand each other Managed Group Member;
(v) was provided by a member of a governing body of WEST or any Subsidiary other Managed Group Member to the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. Confidential Treatment Requested: Information for which confidential treatment has been requested is omitted and is noted with asterisks. An unredacted version of this document has been filed separately with the Securities and Exchange Commission. Administrative Agent without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or
(vi) was developed independently by the Servicer Administrative Agent or any Affiliates of the Servicer’s AffiliatesAdministrative Agent; and
(dvii) is reasonably deemed necessary by the Servicer Administrative Agent to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer Administrative Agent shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, provided further, that prior to disclosure of such information, information the Servicer Administrative Agent shall inform WEST and the Subsidiaries each other Managed Group Member of such disclosure.
Appears in 1 contract
Samples: Administrative Agency Agreement (Willis Lease Finance Corp)
Restrictions on Disclosure. The Servicer Administrative Agent agrees that it shall not, prior to the termination or expiration of this Agreement or within three (3) years year after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST or any Subsidiary and each other Managed Group Member regarding the business of WEST and the Subsidiaries each other Managed Group Member or their business or the Engine Assets, except as authorized in writing by WESTWEST and each other Managed Group Member or otherwise permitted by this Agreement, and except:
(a) to representatives of the Servicer Administrative Agent and any of its Affiliates in furtherance of the purpose purposes of this Agreement Agreement; provided that any such representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.0910.09;
(b) to the extent required by Applicable Law or by judicial or administrative process, but in the event of proposed disclosure, the Servicer Administrative Agent shall seek the assistance of WEST use reasonable #4839-8494-1028v3 efforts to protect information in which WEST has and each other Managed Group Member have an interest to the maximum extent achievable;; and
(c) to the extent that the information:
(i) was generally available in the public domain;
(ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any Subsidiaryand each other Managed Group Member;
(iii) was disclosed to the general public with the approval of WEST or any Subsidiaryand each other Managed Group Member;
(iv) was in the files, records or knowledge of the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent prior to initial disclosure thereof to the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent by WEST or any Subsidiaryand each other Managed Group Member;
(v) was provided by a member of a governing body of WEST or any Subsidiary other Managed Group Member to the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or
(vi) was developed independently by the Servicer Administrative Agent or any Affiliates of the Servicer’s AffiliatesAdministrative Agent; and
(dvii) is reasonably deemed necessary by the Servicer Administrative Agent to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer Administrative Agent shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, provided further, that prior to disclosure of such information, information the Servicer Administrative Agent shall inform WEST and the Subsidiaries each other Managed Group Member of such disclosure.
Appears in 1 contract
Samples: Administrative Agency Agreement (Willis Lease Finance Corp)
Restrictions on Disclosure. The Servicer agrees that it shall not, prior to the termination or expiration of this Agreement or within three (3) years after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST or any Subsidiary Person within the Serviced Group regarding the business of WEST and each Person within the Subsidiaries Serviced Group or the Engine Assets, except as authorized in writing by WEST, and except:
(a) to representatives of the Servicer and any of its Affiliates in furtherance of the purpose of this Agreement provided that any such representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.09;
(b) to the extent required by Applicable Law or by judicial or administrative process, but in the event of proposed disclosure, the Servicer shall seek the assistance of WEST to protect information in which WEST has an interest to the maximum extent achievable;
(c) to the extent that the information:
(i) was generally available in the public domain;
(ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any SubsidiaryPerson within the Serviced Group;
(iii) was disclosed to the general public with the approval of WEST or any SubsidiaryPerson within the Serviced Group;
(iv) was in the files, records or knowledge of the Servicer or any of the Servicer’s Affiliates prior to initial disclosure thereof to the Servicer or any of the Servicer’s Affiliates by WEST or any SubsidiaryPerson within the Serviced Group;
(v) was provided by WEST or any Subsidiary Person within the Serviced Group to the Servicer or any of the Servicer’s Affiliates without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or
(vi) was developed independently by the Servicer or any of the Servicer’s Affiliates; andand [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. Confidential Treatment Requested: Information for which confidential treatment has been requested is omitted and is noted with asterisks. An unredacted version of this document has been filed separately with the Securities and Exchange Commission.
(d) is reasonably deemed necessary by the Servicer to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, further, that prior to disclosure of such information, the Servicer shall inform WEST and each Person within the Subsidiaries Serviced Group of such disclosure.
Appears in 1 contract
Restrictions on Disclosure. The Servicer Administrative Agent agrees that it shall not, prior to the termination or expiration of this Agreement or within the three (3) years after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST AerCo Group regarding AerCo Group or any Subsidiary regarding the its business of WEST and the Subsidiaries or the Engine AssetsAircraft, except as authorized in writing by WESTAerCo Group or otherwise permitted by this Agreement, and except:
(a) to representatives Representatives of the Servicer Administrative Agent and any of its Affiliates in furtherance of the purpose purposes of this Agreement provided that any such representatives Representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.0912.09;
(b) to the extent (i) required by Applicable Law or by judicial or administrative process, including pursuant to any subpoena, civil investigative demand or similar demand or request of any court, regulatory authority, arbitrator or arbitration to which the Administrative Agent or an affiliate thereof is a party, or (ii) reasonably necessary in order to enable the Administrative Agent to perform the Administrative Agent Services, but in the case of clause (i) above, in the event of proposed disclosure, the Servicer Administrative Agent shall seek the assistance of WEST AerCo Group to protect information in which WEST AerCo Group has an interest to the maximum extent achievable;
(c) to the extent such information is required to be included in any preliminary or final offering circular, registration statement or contract or other document pertaining to the transactions contemplated by the Indenture approved in advance by AerCo;
(d) to the extent that the information:
(i) was generally available in the public domain;
(ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any SubsidiaryPerson within AerCo Group;
(iii) was disclosed to the general public with the approval of WEST or any Subsidiary;
(iv) was in the files, records or knowledge of the Servicer or any of the Servicer’s Affiliates prior to initial disclosure thereof to the Servicer or any of the Servicer’s Affiliates by WEST or any Subsidiary;
(v) was provided by WEST or any Subsidiary to the Servicer or any of the Servicer’s Affiliates without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privilegedPerson within AerCo Group; or
(viiv) was developed independently by the Servicer Administrative Agent or any Affiliates of the Servicer’s AffiliatesAdministrative Agent; and
(de) is to the extent the Administrative Agent reasonably deemed deems necessary by the Servicer to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer Administrative Agent shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, provided further, that prior to disclosure of such information, information the Servicer Administrative Agent shall inform WEST and the Subsidiaries AerCo of such disclosure.
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Restrictions on Disclosure. The Servicer Administrative Agent agrees that it shall not, prior to the termination or expiration of this Agreement or within the three (3) years after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST MSAF Group regarding MSAF Group or any Subsidiary regarding the its business of WEST and the Subsidiaries or the Engine AssetsAircraft, except as authorized in writing by WESTMSAF Group or otherwise permitted by this Agreement, and except:
(a) to representatives Representatives of the Servicer Administrative Agent and any of its Affiliates in furtherance of the purpose purposes of this Agreement Agreement, provided that any such representatives Representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.099.09;
(b) to the extent (i) required by Applicable Law or by judicial or administrative processprocess or (ii) reasonably necessary in order to enable the Administrative Agent to perform the Administrative Services, but in the case of clause (i) above, in the event of proposed disclosure, the Servicer Administrative Agent shall seek the assistance of WEST use reasonable efforts to protect information in which WEST MSAF Group has an interest to the maximum extent achievable;; and
(c) to the extent that the information:
(i) was generally available in the public domain;
(ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any SubsidiaryMSAF Group;
(iii) was disclosed to the general public with the approval of WEST or any SubsidiaryMSAF Group;
(iv) was in the files, records or knowledge of the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent prior to initial disclosure thereof to the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent by WEST or any SubsidiaryMSAF Group;
(v) was provided by WEST a member of a governing body of any MSAF Group Member to the Administrative Agent or any Subsidiary to the Servicer or any Affiliates of the Servicer’s Affiliates Administrative Agent without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or
(vi) was developed independently by the Servicer Administrative Agent or any Affiliates of the Servicer’s AffiliatesAdministrative Agent; and
(dvii) is to the extent the Administrative Agent reasonably deemed deems necessary by the Servicer to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer Administrative Agent shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, provided further, that prior to disclosure of such information, information the Servicer Administrative Agent shall inform WEST and the Subsidiaries MSAF Group of such disclosure.
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Samples: Administrative Agency Agreement (Morgan Stanley Aircraft Finance)
Restrictions on Disclosure. The Servicer Administrative Agent agrees that it shall not, prior to the termination or expiration of this Agreement or within the three (3) years after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST MSAF Group regarding MSAF Group or any Subsidiary regarding the its business of WEST and the Subsidiaries or the Engine AssetsAircraft, except as authorized in writing by WESTMSAF Group or otherwise permitted by this Agreement, and except:
(a) to representatives Representatives of the Servicer Administrative Agent and any of its Affiliates in furtherance of the purpose purposes of this Agreement Agreement, provided that any such representatives Representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.099.09;
(b) to the extent (i) required by Applicable Law or by judicial or administrative processprocess or (ii) reasonably necessary in order to enable the Administrative Agent to perform the Administrative Services, but in the case of clause (i) above, in the event of proposed disclosure, the Servicer Administrative Agent shall seek the assistance of WEST use reasonable efforts to protect information in which WEST MSAF Group has an interest to the maximum extent achievable;; and
(c) to the extent that the information:
(i) was generally available in the public domain;
(ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any SubsidiaryMSAF Group;
(iii) was disclosed to the general public with the approval of WEST or any Subsidiary;MSAF Group; 41
(iv) was in the files, records or knowledge of the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent prior to initial disclosure thereof to the Servicer Administrative Agent or any Affiliates of the Servicer’s Affiliates Administrative Agent by WEST or any SubsidiaryMSAF Group;
(v) was provided by WEST a member of a governing body of any MSAF Group Member to the Administrative Agent or any Subsidiary to the Servicer or any Affiliates of the Servicer’s Affiliates Administrative Agent without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or
(vi) was developed independently by the Servicer Administrative Agent or any Affiliates of the Servicer’s AffiliatesAdministrative Agent; and
(dvii) is to the extent the Administrative Agent reasonably deemed deems necessary by the Servicer to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer Administrative Agent shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, provided further, that prior to disclosure of such information, information the Servicer Administrative Agent shall inform WEST and the Subsidiaries MSAF Group of such disclosure.
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Samples: Administrative Agency Agreement (Morgan Stanley Aircraft Finance)
Restrictions on Disclosure. The Servicer Cash Manager agrees that it shall not, prior to the termination or expiration of this Agreement or within the three (3) years after such termination or expiration, disclose to any Person any confidential or proprietary information, whether of a technical, financial, commercial or other nature, received directly or indirectly from WEST AerCo Group regarding AerCo Group or any Subsidiary regarding the its business of WEST and the Subsidiaries or the Engine AssetsAircraft, except as authorized in writing by WESTAerCo Group or otherwise permitted by this Agreement, and except:
(a) to representatives Representatives of the Servicer Cash Manager and any of its Affiliates affiliates in furtherance of the purpose purposes of this Agreement Agreement, provided that any such representatives Representatives shall have agreed to be bound by the restrictions on disclosure set forth in this Section 13.0912.09;
(b) to the extent (x) required by Applicable Law or by judicial or administrative process, including pursuant to any subpoena, civil investigative demand or similar demand or request of any court, regulatory authority, arbitrator or arbitration to which the Cash Manager or an affiliate thereof is a party, or (xi) reasonably necessary in order to enable the Cash Manager to perform the Cash Management Services, but in the case of clause (i) above, in the event of proposed disclosure, the Servicer Cash Manager shall seek the assistance of WEST AerCo Group to protect information in which WEST AerCo Group has an interest to the maximum extent achievable;
(c) to the extent such information is required to be included in any preliminary or final offering circular, registration statement or contract or other document pertaining to the transactions contemplated by the Indenture and the Related Documents approved in advance by AerCx.
(x) xx the extent that the information:
(i) was generally available in the public domain;
(ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to WEST or any SubsidiaryAerCo Group;
(iii) was disclosed to the general public with the approval of WEST or any SubsidiaryAerCo Group;
(iv) was in the files, records or knowledge of the Servicer Cash Manager or any affiliates of the Servicer’s Affiliates Cash Manager prior to initial disclosure thereof to the Servicer Cash Manager or any Affiliates of the Servicer’s Affiliates Cash Manager by WEST or any SubsidiaryAerCo Group;
(v) was provided developed independently by WEST the Cash Manager or any Subsidiary to the Servicer or any affiliates of the Servicer’s Affiliates without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privilegedCash Manager; orand
(vi) was developed independently by to the Servicer or any of extent the Servicer’s Affiliates; and
(d) is Cash Manager reasonably deemed deems necessary by the Servicer to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer Cash Manager shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, provided further, that prior to disclosure of such information, information the Servicer Cash Manager shall inform WEST and the Subsidiaries AerCo Group of such disclosure.
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