Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than: (i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), employees, Lenders, counsel, accountants, advisors or investors, in each case who have a need to know such information and have agreed to keep such terms confidential; (ii) To potential Lenders with the consent of SCE, which consent will not be unreasonably withheld; provided, disclosure: (1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or (2) Of Confidential Information to potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does not require SCE’s consent, and provided further that, in each case such potential Lender has a need to know this information and has agreed to keep such terms confidential; (iii) By either Party (the “Disclosing Party”), to participants of SCE’s Procurement Review Group, as defined in CPUC Decision 00-00-000, subject to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Group; provided, Seller may only disclose to such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreement. (iv) By either Party, to the CPUC under seal for purposes of review subject to such Disclosing Party making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement. (v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunder; (vi) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Disclosing Party, other than to those entities set forth in Section 10.10(a)(vii); (vii) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing; (viii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCE’s resource adequacy requirement showings, if applicable; provided, SCE shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area or regional authority to further disclose such information; (ix) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer or ownership of Green Attributes associated with the Generating Facility; (x) To representatives of a Party’s credit ratings agencies: (1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this information confidential; or (2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations; (xi) Disclosure of terms specified in and pursuant to Section 10.10(c); (xii) In connection with discovery requests or orders pertaining to the non- public terms of this Agreement as referenced in Sections 10.10(a)(vi) and 10.10(a)(vii) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to: (1) Notify the other Party before disclosing the Confidential Information; and (2) Prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party will not be: (3) Prohibited from complying with a Disclosure Order; or (4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Information. Except as provided in the preceding sentence, the Parties are entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation.
Appears in 5 contracts
Samples: Renewable Power Purchase and Sale Agreement, Renewable Power Purchase and Sale Agreement, Renewable Power Purchase and Sale Agreement
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), employees, Lenders, counsel, accountants, advisors or investors, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCE, which consent will not be unreasonably withheld; provided, disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does not require SCE’s consent, and provided further that, in each case such potential Lender has a need to know this information and has agreed to keep such terms confidential;
(iii) By either Party (the “Disclosing Party”)SCE, to participants of SCE’s Procurement Review Group, as defined in CPUC Decision 00-00-000, subject to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Group; provided, Seller may only disclose to such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreement.;
(iv) By either PartySCE, to the CPUC under seal for purposes of review subject to such Disclosing Party SCE making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.;
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunder;
(vi) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Party making a disclosure of Confidential Information (the “Disclosing Party”), other than to those entities set forth in Section 10.10(a)(vii);
(vii) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCE’s resource adequacy requirement showings, if applicable; provided, SCE shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area or regional authority to further disclose such information;
(ix) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer or ownership of Green Attributes associated with the Generating Facility;
(x) To representatives of a Party’s credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xii) In connection with discovery requests or orders pertaining to the non- public terms of this Agreement as referenced in Sections 10.10(a)(vi) and 10.10(a)(vii) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before disclosing the Confidential Information; and
(2) Prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party will not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Information. Except as provided in the preceding sentence, the Parties are entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation.
Appears in 5 contracts
Samples: Renewable Power Purchase and Sale Agreement, Renewable Power Purchase and Sale Agreement, Renewable Power Purchase and Sale Agreement
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), ’s employees, Lenders, counsel, accountants, advisors or investors, and in the case of Anaheim, its elected or appointed officials, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCEAnaheim, which consent will not be unreasonably withheld; provided, disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does not require SCEAnaheim’s consent, and provided further that, in each case such potential Lender has a need to know this information and has agreed to keep such terms confidential;
(iii) By either Party As required by the California Public Records Act, Cal. Govt. Code §§ 6250 et. seq. (“CPRA”) and the Xxxxx X. Xxxxx Act, Cal. Govt. Code §§ 54950 et. seq. (“Disclosing PartyXxxxx Act”); to the extent permitted by law, Anaheim may, without violating this Agreement or having any liability whatsoever under this Agreement or otherwise for any claims or causes of action whatsoever resulting from or arising out such disclosure to participants a third party any Confidential Information, disclose matters that are made confidential by this Agreement to governmental officials or the public as required by any law, regulation, order, rule, order, ruling or other requirement of SCE’s Procurement Review GroupApplicable Law. Notwithstanding the foregoing, as defined in CPUC Decision 00-00-000if Anaheim receives a request for disclosure of Confidential Information, subject Anaheim shall give Seller prompt written notice at the address designated herein prior to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Groupdisclosure of Confidential Information. Anaheim will disclose only such information as is legally required; provided, Seller may only disclose however, Anaheim shall not be obligated to incur any cost or expense in preventing or limiting such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreementdisclosure.
(iv) By either Party, to the CPUC under seal for purposes of review subject to such Disclosing Party making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market market, or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE Anaheim hereunder;
(viv) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Disclosing PartyParty making a disclosure of Confidential Information , other than to those entities set forth in Section 10.10(a)(vii10.10(a)(vi);
(viivi) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viiivii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCEAnaheim’s resource adequacy requirement showings, if applicable; provided, SCE Anaheim shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area area, or regional authority to further disclose such information;
(ixviii) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer transfer, or ownership of Green Attributes associated with the Generating Facility;
(xix) To representatives of a Party’s credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xiix) In connection with discovery requests or orders pertaining to the non- non-public terms of this Agreement as referenced in Sections 10.10(a)(vi10.10(a)(v) and 10.10(a)(vii10.10(a)(vi) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before disclosing the Confidential Information; and
(2) Prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party will not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Information. Except as provided in the preceding sentence, the Parties are entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation.
Appears in 2 contracts
Samples: Renewable Power Purchase and Sale Agreement, Renewable Power Purchase and Sale Agreement
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), ’s employees, Lenders, counsel, accountants, advisors or investors, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCE, which consent will not be unreasonably withheld; provided, disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does shall not require such consent of SCE’s consent, and provided further that, in each case such potential Lender has a need to know this such information and has agreed to keep such terms confidential;
(iii) By either Party (the “Disclosing Party”)SCE, to participants of SCE’s Procurement Review Group, as defined in CPUC Decision 00-00-000, subject to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Group; provided, Seller may only disclose to such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreement.;
(iv) By either PartySCE, to the CPUC under seal for purposes of review subject to such Disclosing Party SCE making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.;
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunder;
(vi) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Party making a disclosure of Confidential Information (the “Disclosing Party”), other than to those entities set forth in Section 10.10(a)(vii);
(vii) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCE’s resource adequacy requirement showings, if applicable; provided, SCE shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area or regional authority to further disclose such information;
(ix) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer or ownership of Green Attributes associated with the Generating Facility;
(x) To representatives of a Party’s credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this such information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c10.10(b);
(xii) In connection with discovery requests or orders pertaining to the non- public terms of this Agreement as referenced in Sections 10.10(a)(vi) and 10.10(a)(vii) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before disclosing the Confidential Informationconfidential information; and
(2) Prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party will not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Informationconfidential information. Except as provided in the preceding sentence, the Parties are entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation. Note: By checking this blank, Seller agrees to waive the right to notification under clause (1) above: .
Appears in 2 contracts
Samples: Renewable Power Purchase and Sale Agreement, Renewable Power Purchase and Sale Agreement
Terms and Conditions of this Agreement. Neither To the extent permitted by Applicable Law, neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s’s employees (past, or its upstream parents’ (whichpresent, in the case of SCE, is Edison Internationaland future), employees, Lenders, counsel, accountantsaccountants or advisors, advisors or Affiliates, insurers and underwriters, predecessors-in-interest, investors, or officer, appointed and elected representatives in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCEBuyer, which consent will shall not be unreasonably withheld, delayed or conditioned; provided, however, that disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to To potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does shall not require SCE’s consentsuch consent of Buyer, and provided further that, in each case such potential Lender has a need to know this such information and has agreed to keep such terms confidential;
(iii) By either Party (the “Disclosing Party”), to participants of SCE’s Procurement Review Group, as defined in CPUC Decision 00-00-000, subject to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Group; provided, Seller may only disclose to such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreement.
(iv) By either Party, to the CPUC under seal for purposes of review subject to such Disclosing Party making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunder;
(vi) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Disclosing Party, other than to those entities set forth in Section 10.10(a)(vii);
(vii) In order to comply with any applicable regulation, rule, request or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunaltribunal (including Buyer’s status as a municipal corporation organized and existing under the laws of the State of California), or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCE’s resource adequacy requirement showings, if applicable; provided, SCE shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area or regional authority to further disclose such information;
(ix) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer or ownership of Green Attributes associated with the Generating Facility;
(x) To representatives of a Party’s credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xiiiv) In connection with discovery requests or orders pertaining to the non- non-public terms of this Agreement as referenced in Sections 10.10(a)(vi) and 10.10(a)(vii) herein (“Disclosure OrderRequirement”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before prior to disclosing the Confidential Information; and
(2) Prevent or limit such disclosure. After using such reasonable efforts, the Disclosing disclosing Party will shall not be:
(3) Prohibited from complying with a Disclosure OrderRequirement; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Informationconfidential information. Except as provided in the preceding sentence, the Parties are shall be entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation.
Appears in 2 contracts
Samples: Renewable Power Purchase and Sale Agreement (Raser Technologies Inc), Renewable Power Purchase and Sale Agreement (Raser Technologies Inc)
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), employees, Lenders, counsel, accountants, advisors or investors, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCE, which consent will not be unreasonably withheld; provided, disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does not require SCE’s consent, and provided further that, in each case such potential Lender has a need to know this information and has agreed to keep such terms confidential;
(iii) By either Party (the “Disclosing Party”), to participants of SCE’s Procurement Review Group, as defined in CPUC Decision 00-00-000, subject to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Group; provided, Seller may only disclose to such entities Confidential Information that is information on the bid and negotiation process of SCE’s RAM RPS solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- non-disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreement.
(iv) By either Party, to the CPUC under seal for purposes of review subject to such Disclosing Party making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and negotiation process of SCE’s RAM RPS solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunder;
(vi) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Disclosing Party, other than to those entities set forth in Section 10.10(a)(vii);
(vii) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCE’s resource adequacy requirement Resource Adequacy Requirement showings, if applicable; provided, SCE shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area or regional authority to further disclose such information;
(ix) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer or ownership of Green Attributes associated with the Generating Facility;
(x) To representatives of a Party’s credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xii) In connection with discovery requests or orders pertaining to the non- public terms of this Agreement as referenced in Sections 10.10(a)(vi) and 10.10(a)(vii) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before disclosing the Confidential Information; and
(2) Prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party will not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Information. Except as provided in the preceding sentence, the Parties are entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation.
Appears in 2 contracts
Samples: Renewable Power Purchase Agreement, Renewable Power Purchase Agreement
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), ’s employees, LendersXxxxxxx, counsel, accountants, advisors or investors, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCE, which consent will not be unreasonably withheld; provided, disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to potential Lenders with whom Seller Xxxxxx has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does not require SCE’s consent, and provided further that, in each case such potential Lender has a need to know this information and has agreed to keep such terms confidential;
(iii) By either Party (the “Disclosing Party”)SCE, to participants of SCE’s Procurement Review Group, as defined in CPUC Decision 00-00-000, subject to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Group; provided, Seller may only disclose to such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreement.;
(iv) By either PartySCE, to the CPUC under seal for purposes of review subject to such Disclosing Party SCE making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.;
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunder;
(vi) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Party making a disclosure of Confidential Information (the “Disclosing Party”), other than to those entities set forth in Section 10.10(a)(vii);
(vii) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCE’s resource adequacy requirement showings, if applicable; provided, SCE shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area or regional authority to further disclose such information;
(ix) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer or ownership of Green Attributes associated with the Generating Facility;
(x) To representatives of a Party’s credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xii) In connection with discovery requests or orders pertaining to the non- public terms of this Agreement as referenced in Sections 10.10(a)(vi) and 10.10(a)(vii) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before disclosing the Confidential Informationconfidential information; and
(2) Prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party will not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Informationconfidential information. Except as provided in the preceding sentence, the Parties are entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation. Note: By checking this blank, Xxxxxx agrees to waive the right to notification under clause (1) above: .
Appears in 2 contracts
Samples: Renewable Power Purchase and Sale Agreement, Renewable Power Purchase and Sale Agreement
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s's, or its upstream parents’ ' (which, in the case of SCE, is Edison International), employees, Lenders, counsel, accountants, advisors or investors, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCE, which consent will not be unreasonably withheld; provided, disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does not require SCE’s 's consent, and provided further that, in each case such potential Lender has a need to know this information and has agreed to keep such terms confidential;
(iii) By either Party (the “Disclosing Party”)SCE, to participants of SCE’s 's Procurement Review Group, as defined in CPUC Decision 00-00-000, subject to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s 's Procurement Review Group; provided, Seller may only disclose to such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreement.;
(iv) By either PartySCE, to the CPUC under seal for purposes of review subject to such Disclosing Party SCE making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.;
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunder;
(vi) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Party making a disclosure of Confidential Information (the “Disclosing Party”), other than to those entities set forth in Section 10.10(a)(vii);
(vii) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCE’s 's resource adequacy requirement showings, if applicable; provided, SCE shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area or regional authority to further disclose such information;
(ix) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer or ownership of Green Attributes associated with the Generating Facility;
(x) To representatives of a Party’s 's credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s 's financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xii) In connection with discovery requests or orders pertaining to the non- public terms of this Agreement as referenced in Sections 10.10(a)(vi) and 10.10(a)(vii) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before disclosing the Confidential Information; and
(2) Prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party will not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Information. Except as provided in the preceding sentence, the Parties are entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation.
Appears in 1 contract
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), ’s employees, Lenders, counsel, accountants, advisors or investors, and in the case of Anaheim, its elected or appointed officials, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCEAnaheim, which consent will not be unreasonably withheld; provided, disclosure:: Table of Contents
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, . does not require SCEAnaheim’s consent, and provided further that, in each case such potential Lender has a need to know this information and has agreed to keep such terms confidential;
(iii) By either Party As required by the California Public Records Act, Cal. Govt. Code §§ 6250 et. seq. (“CPRA”) and the Xxxxx X. Xxxxx Act, Cal. Govt. Code §§ 54950 et. seq. (“Disclosing PartyXxxxx Act”); to the extent permitted by law, Anaheim may, without violating this Agreement or having any liability whatsoever under this Agreement or otherwise for any claims or causes of action whatsoever resulting from or arising out such disclosure to participants a third party any Confidential Information, disclose matters that are made confidential by this Agreement to governmental officials or the public as required by any law, regulation, order, rule, order, ruling or other requirement of SCE’s Procurement Review GroupApplicable Law. Notwithstanding the foregoing, as defined in CPUC Decision 00-00-000if Anaheim receives a request for disclosure of Confidential Information, subject Anaheim shall give Seller prompt written notice at the address designated herein prior to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Groupdisclosure of Confidential Information. Anaheim will disclose only such information as is legally required; provided, Seller may only disclose however, Anaheim shall not be obligated to incur any cost or expense in preventing or limiting such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreementdisclosure.
(iv) By either Party, to the CPUC under seal for purposes of review subject to such Disclosing Party making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market market, or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE Anaheim hereunder;
(viv) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Disclosing PartyParty making a disclosure of Confidential Information, other than to those entities set forth in Section 10.10(a)(vii10.10(a)(vi);
(viivi) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viiivii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCEAnaheim’s resource adequacy requirement showings, if applicable; provided, SCE shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area or regional authority to further disclose such information;
(ix) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer or ownership of Green Attributes associated with the Generating Facility;
(x) To representatives of a Party’s credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xii) In connection with discovery requests or orders pertaining to the non- public terms of this Agreement as referenced in Sections 10.10(a)(vi) and 10.10(a)(vii) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before disclosing the Confidential Information; and
(2) Prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party will not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Information. Except as provided in the preceding sentence, the Parties are entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation.,
Appears in 1 contract
Samples: Renewable Power Purchase and Sale Agreement (Montauk Renewables, Inc.)
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information concerning the terms and conditions of this Agreement to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in In the case of SCESeller, is Edison International)to BrightSource Energy Inc. (and its directors, officers, employees, Lenderscounsel, accountants or advisors), and otherwise to each Party’s directors, officers, employees, Lenders and Equity Investors (and their respective employees, counsel, accountants or advisors), counsel, accountants, advisors advisors, or investorsinvestors (and their employees, counsel, accountants or advisors), in each case who have a need to know such information and have agreed to keep such terms confidential;; provided that either Party shall have the right to request that the other Party provide a list of persons or entities with whom it
(ii) To potential Lenders with the consent of SCE, which consent will not be unreasonably withheld; provided, disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does not require SCE’s consent, and provided further thatEquity Investors, in each case such potential Lender has that have a need to know this such information and has have agreed to keep such terms confidential; provided that either Party shall have the right to request that the other Party provide a list of persons or entities with whom it has entered into confidentiality agreements;
(iii) By either Party (the “Disclosing Party”), SCE to participants of SCE’s Procurement Review Group, as defined in CPUC Decision 00-00-000, or its successor, subject to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Group; provided, Seller may only disclose to such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreement.;
(iv) By either Party, SCE to the CPUC under seal for purposes of review subject to such the disclosing Party (“Disclosing Party Party”) making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.;
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunder;
(vi) In order to comply with any Applicable Law or any exchange, control area Control Area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Disclosing Party, other than to those entities set forth in Section 10.10(a)(vii);
(vii) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viii) To any governmental body, the CPUC, the CAISO or any local control area Control Area or regional authority having jurisdiction in order to support SCE’s resource adequacy requirement showings, if applicable; provided, provided that SCE shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area Control Area or regional authority to further disclose such information;
(ix) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer or ownership of Green Attributes associated with the Generating Facility;
(x) To representatives of a Party’s credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this such information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xii) In connection with discovery requests or orders pertaining to the non- public terms of this Agreement as referenced in Sections 10.10(a)(vi) and 10.10(a)(vii) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before prior to disclosing the Confidential Informationconfidential information; and
(2) Prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party will shall not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Informationconfidential information. Except as provided in the preceding sentence, the Parties are shall be entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation. Note: By checking this blank, Seller agrees to waive the right to notification under clause (1) above: .
Appears in 1 contract
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), ’s employees, LendersXxxxxxx, counsel, accountants, advisors or investors, and in the case of Anaheim, its elected or appointed officials, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCEAnaheim, which consent will not be unreasonably withheld; provided, disclosure:disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to potential Lenders with whom Seller Xxxxxx has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does not require SCEAnaheim’s consent, and provided further that, in each case such potential Lender has a need to know this information and has agreed to keep such terms confidential;
(iii) By either Party As required by the California Public Records Act, Cal. Govt. Code §§ 6250 et. seq. (“CPRA”) and the Xxxxx X. Xxxxx Act, Cal. Govt. Code §§ 54950 et. seq. (“Disclosing PartyBrown Act”); to the extent permitted by law, Anaheim may, without violating this Agreement or having any liability whatsoever under this Agreement or otherwise for any claims or causes of action whatsoever resulting from or arising out such disclosure to participants a third party any Confidential Information, disclose matters that are made confidential by this Agreement to governmental officials or the public as required by any law, regulation, order, rule, order, ruling or other requirement of SCE’s Procurement Review GroupApplicable Law. Notwithstanding the foregoing, as defined in CPUC Decision 00-00-000if Anaheim receives a request for disclosure of Confidential Information, subject Anaheim shall give Seller prompt written notice at the address designated herein prior to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Groupdisclosure of Confidential Information. Anaheim will disclose only such information as is legally required; provided, Seller may only disclose however, Anaheim shall not be obligated to incur any cost or expense in preventing or limiting such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreementdisclosure.
(iv) By either Party, to the CPUC under seal for purposes of review subject to such Disclosing Party making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market market, or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunder;Anaheim hereunder;
(viv) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Disclosing PartyParty making a disclosure of Confidential Information , other than to those entities set forth in Section 10.10(a)(vii);10.10(a)(vi);
(viivi) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viiivii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCEAnaheim’s resource adequacy requirement showings, if applicable; provided, SCE Anaheim shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area area, or regional authority to further disclose such information;information;
(ixviii) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer transfer, or ownership of Green Attributes associated with the Generating Facility;
(xix) To representatives of a Party’s credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xiix) In connection with discovery requests or orders pertaining to the non- non-public terms of this Agreement as referenced in Sections 10.10(a)(vi10.10(a)(v) and 10.10(a)(vii10.10(a)(vi) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before disclosing the Confidential Information; and
(2) Prevent or limit such disclosure, except that the Receiving Party shall not be obligated to incur any cost or expense. After using such reasonable efforts, the Disclosing Receiving Party will not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Information. Except as provided in the preceding sentence, the Parties are entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation.obligation.
Appears in 1 contract
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), ’s employees, Lenders, counsel, accountantsaccountants or advisors, advisors or Affiliates, investors, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCE, which consent will shall not be unreasonably withheld, delayed or conditioned; provided, however, that disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to To potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does shall not require such consent of SCE’s consent, and provided further that, in each case such potential Lender has a need to know this such information and has agreed to keep such terms confidential;
(iii) By either Party (the “Disclosing Party”), to participants of To SCE’s Procurement Review Group, as defined in CPUC Decision 00-00-000, subject to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Group; provided, Seller may only disclose to such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreement.;
(iv) By either Party, to To the CPUC under seal for purposes of review subject to such the disclosing Party (“Disclosing Party Party”) making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.;
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunderhereunder so long as the disclosing Party uses reasonable efforts to maintain the confidentiality of Confidential Information;
(vi) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Disclosing Party, other than to those entities set forth in Section 10.10(a)(vii);
(vii) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, the Securities and Exchange Commission, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCE’s resource adequacy requirement showings, if applicable; provided, that SCE shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area or regional authority to further disclose such information;
(ix) As may reasonably be required to participate in any auction, market or other process pertaining to the WREGIS allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunder;
(x) As may reasonably be required to participate in the Western Renewable Energy Generation Information System (“WREGIS”) or other process recognized under Applicable Laws for the registration, transfer or ownership of Green Attributes associated with the Generating Facility;.
(xxi) To representatives of a Party’s credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this such information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;.
(xixii) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xiixiii) In connection with discovery requests or orders pertaining to the non- non-public terms of this Agreement as referenced in Sections 10.10(a)(vi) and 10.10(a)(vii) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before prior to disclosing the Confidential Informationconfidential information; and
(2) Prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party will shall not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Informationconfidential information. Except as provided in the preceding sentence, the Parties are shall be entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation. Note:By checking this blank, Seller agrees to waive the right to notification under clause (1) above: .
Appears in 1 contract
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), ’s employees, Lenders, counsel, accountants, advisors or investors, and in the case of Anaheim, its elected or appointed officials, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCEAnaheim, which consent will not be unreasonably withheld; provided, disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does not require SCEAnaheim’s consent, and provided further that, in each case such potential Lender has a need to know this information and has agreed to keep such terms confidential;
(iii) By either Party As required by the California Public Records Act, Cal. Govt. Code §§ 6250 et. seq. (“CPRA”) and the Xxxxx X. Xxxxx Act, Cal. Govt. Code §§ 54950 et. seq. (“Disclosing PartyXxxxx Act”); to the extent permitted by law, Anaheim may, without violating this Agreement or having any liability whatsoever under this Agreement or otherwise for any claims or causes of action whatsoever resulting from or arising out such disclosure to participants a third party any Confidential Information, disclose matters that are made confidential by this Agreement to governmental officials or the public as required by any law, regulation, order, rule, order, ruling or other requirement of SCE’s Procurement Review GroupApplicable Law. Notwithstanding the foregoing, as defined in CPUC Decision 00-00-000if Anaheim receives a request for disclosure of Confidential Information, subject Anaheim shall give Seller prompt written notice at the address designated herein prior to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Groupdisclosure of Confidential Information. Anaheim will disclose only such information as is legally required; provided, Seller may only disclose however, Anaheim shall not be obligated to incur any cost or expense in preventing or limiting such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreementdisclosure.
(iv) By either Party, to the CPUC under seal for purposes of review subject to such Disclosing Party making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market market, or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE Anaheim hereunder;
(viv) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Disclosing PartyParty making a disclosure of Confidential Information , other than to those entities set forth in Section 10.10(a)(vii10.10(a)(vi);
(viivi) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viiivii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCEAnaheim’s resource adequacy requirement showings, if applicable; provided, SCE Anaheim shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area area, or regional authority to further disclose such information;
(ixviii) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer transfer, or ownership of Green Attributes associated with the Generating Facility;
(xix) To representatives of a Party’s credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xiix) In connection with discovery requests or orders pertaining to the non- non-public terms of this Agreement as referenced in Sections 10.10(a)(vi10.10(a)(v) and 10.10(a)(vii10.10(a)(vi) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before disclosing the Confidential Information; and
(2) Prevent or limit such disclosure, except that the Receiving Party shall not be obligated to incur any cost or expense. After using such reasonable efforts, the Disclosing Receiving Party will not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Information. Except as provided in the preceding sentence, the Parties are entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation.
Appears in 1 contract
Terms and Conditions of this Agreement. RAP ID #[Name], [Seller’s Name] Neither Party shall disclose Confidential Information the terms or conditions of this Agreement, or any communication, whether written or oral, in connection with or relating to the implementation of this Agreement to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), ’s employees, Lenders, counselattorneys, accountants, accountants or advisors or investors, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCE, which consent will shall not be unreasonably withheld, delayed or conditioned; provided, however, that disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to To potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does shall not require such consent of SCE’s consent, and provided further that, in each case such potential Lender has a need to know this such information and has agreed to keep such terms confidential;
(iii) By either Party (the “Disclosing Party”), to participants of To SCE’s Procurement Review Group, as defined in CPUC Decision D. 00-00-000, subject to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are a protective order applicable to SCE’s Procurement Review Group; provided, Seller may only disclose to such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreement.;
(iv) By either Party, to To the CPUC under seal for purposes of review review, subject to such the disclosing Party (“Disclosing Party Party”) making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.;
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunder;
(vi) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Disclosing Party, other than to those entities set forth in Section 10.10(a)(vii9.09(a)(vi);
(viivi) In order to comply with any applicable regulation, rule, subpoena, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;; RAP ID #[Name], [Seller’s Name]
(viii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCE’s resource adequacy requirement showings, if applicable; provided, SCE shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area or regional authority to further disclose such information;
(ix) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer or ownership of Green Attributes associated with the Generating Facility;
(xvii) To representatives of a Party’s credit ratings agencies:
(1) Who agencies who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this the Agreement for credit rating purposes and have agreed to keep this information confidential; or
(2) With or with respect to the potential impact of this the Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xiiviii) In connection with discovery requests or orders pertaining to produce documents or information in the non- public terms of this Agreement as referenced circumstances provided in Sections 10.10(a)(vi) and 10.10(a)(viiSection 9.09(a)(vi) (“Disclosure OrderOrder or Request”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before prior to disclosing the Confidential Informationconfidential information; and
(2) Prevent or limit such disclosure. ; or
(ix) After using such reasonable efforts, the Disclosing Party will shall not be:
(31) Prohibited from complying with a Disclosure OrderOrder or Request; or
(42) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of any terms or conditions of this Agreement which are the Confidential Informationsubject of such Disclosure Order or Request. Except as provided in the preceding sentence, the Parties are shall be entitled to all remedies available at law or in equity to enforce, or seek relief in connection with with, this confidentiality obligation.
Appears in 1 contract
Samples: Power Purchase and Sale Agreement
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), employees, Lenders, counsel, accountants, advisors or investors, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCE, which consent will not be unreasonably withheld; provided, disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does not require SCE’s consent, and provided further that, in each case such potential Lender has a need to know this information and has agreed to keep such terms confidential;
(iii) By either Party (the “Disclosing Party”), to participants of SCE’s Procurement Review Group, as defined in CPUC Decision 00-00-000, subject to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Group; provided, Seller may only disclose to such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreement.
(iv) By either Party, to the CPUC under seal for purposes of review subject to such Disclosing Party making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunder;
(vi) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Disclosing Party, other than to those entities set forth in Section 10.10(a)(vii);
(vii) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;foregoing;
(viii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCE’s resource adequacy requirement showings, if applicable; provided, SCE shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area or regional authority to further disclose such information;
(ix) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer or ownership of Green Attributes associated with the Generating Facility;
(x) To representatives of a Party’s credit ratings agencies:agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xii) In connection with discovery requests or orders pertaining to the non- public terms of this Agreement as referenced in Sections 10.10(a)(vi) and 10.10(a)(vii) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before disclosing the Confidential Information; and
(2) Prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party will not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Information. Except as provided in the preceding sentence, the Parties are entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation.
Appears in 1 contract
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), ’s employees, LendersXxxxxxx, counsel, accountants, advisors or investors, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCE, which consent will not be unreasonably withheld; provided, disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to potential Lenders with whom Seller Xxxxxx has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does not require SCE’s consent, and provided further that, in each case such potential Lender has a need to know this information and has agreed to keep such terms confidential;
(iii) By either Party (the “Disclosing Party”)SCE, to participants of SCE’s Procurement Review Group, as defined in CPUC Decision 00-00-000, subject to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Group; provided, Seller may only disclose to such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreement.;
(iv) By either PartySCE, to the CPUC under seal for purposes of review subject to such Disclosing Party SCE making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.;
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunder;
(vi) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Party making a disclosure of Confidential Information (the “Disclosing Party”), other than to those entities set forth in Section 10.10(a)(vii);
(vii) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCE’s resource adequacy requirement showings, if applicable; provided, SCE shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area or regional authority to further disclose such information;
(ix) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer or ownership of Green Attributes associated with the Generating Facility;
(x) To representatives of a Party’s credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xii) In connection with discovery requests or orders pertaining to the non- public terms of this Agreement as referenced in Sections 10.10(a)(vi) and 10.10(a)(vii) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before disclosing the Confidential Information; and
(2) Prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party will not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Information. Except as provided in the preceding sentence, the Parties are entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation. Note: By checking this blank, Xxxxxx agrees to waive the right to notification under clause (1) above: .
Appears in 1 contract
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), ’s employees, Lenders, counsel, accountants, advisors or investors, and in the case of Anaheim, its elected or appointed officials, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders with the consent of SCEAnaheim, which consent will not be unreasonably withheld; provided, disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does not require SCEAnaheim’s consent, and provided further that, in each case such potential Lender has a need to know this information and has agreed to keep such terms confidential;
(iii) By either Party As required by the California Public Records Act, Cal. Govt. Code §§ 6250 et. seq. (“CPRA”) and the Xxxxx X. Xxxxx Act, Cal. Govt. Code §§ 54950 et. seq. (“Disclosing PartyXxxxx Act”); to the extent permitted by law, Anaheim may, without violating this Agreement or having any liability whatsoever under this Agreement or otherwise for any claims or causes of action whatsoever resulting from or arising out such disclosure to participants a third party any Confidential Information, disclose matters that are made confidential by this Agreement to governmental officials or the public as required by any law, regulation, order, rule, order, ruling or other requirement of SCE’s Procurement Review GroupApplicable Law. Notwithstanding the foregoing, as defined in CPUC Decision 00-00-000if Anaheim receives a request for disclosure of Confidential Information, subject Anaheim shall give Seller prompt written notice at the address designated herein prior to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Groupdisclosure of Confidential Information. Anaheim will disclose only such information as is legally required; provided, Seller may only disclose however, Anaheim shall not be obligated to incur any cost or expense in preventing or limiting such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreementdisclosure.
(iv) By either Party, to the CPUC under seal for purposes of review subject to such Disclosing Party making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market market, or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE Anaheim hereunder;
(viv) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Disclosing PartyParty making a disclosure of Confidential Information , other than to those entities set forth in Section 10.10(a)(vii10.10(a)(vi);
(viivi) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viiivii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCEAnaheim’s resource adequacy requirement showings, if applicable; provided, SCE Anaheim shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area area, or regional authority to further disclose such information;
(ixviii) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer transfer, or ownership of Green Attributes associated with the Generating Facility;
(xix) To representatives of a Party’s credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xiix) In connection with discovery requests or orders pertaining to the non- public non‐public terms of this Agreement as referenced in Sections 10.10(a)(vi10.10(a)(v) and 10.10(a)(vii10.10(a)(vi) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before disclosing the Confidential Information; and
(2) Prevent or limit such disclosure, except that the Receiving Party shall not be obligated to incur any cost or expense. After using such reasonable efforts, the Disclosing Receiving Party will not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Information. Except as provided in the preceding sentence, the Parties are entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation.
Appears in 1 contract
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), ’s employees, Lenders, counsel, accountants, advisors advisors, contractors or investorsequity owners (and in the case of Seller, Affiliates of Seller that are parties to a contract for, or that must approve Seller’s expenditures or actions related to, the development, financing, construction, operation or maintenance of the Project), in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) To potential Lenders and investors (and their respective counsel, accountants and other advisors) with the consent of SCE, which consent will shall not be unreasonably withheld; provided, that disclosure:
(1) Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) Of Confidential Information to potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does shall not require such consent of SCE’s consent, and provided further that, in each case such potential Lender has a need to know this such information and has agreed to keep such terms Confidential Information confidential;
(iii) By either Party (the “Disclosing Party”)SCE, to participants of SCE’s Procurement Review Group, as defined in CPUC Decision 00-00-000, subject to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Group; provided, Seller may only disclose to such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party disclosee. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreement.;
(iv) By either PartySCE, to the CPUC under seal for purposes of review subject to such Disclosing Party SCE making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.;
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE hereunder;
(vi) In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Party making a disclosure of Confidential Information (the “Disclosing Party”), other than to those entities set forth in Section 10.10(a)(vii);
(vii) In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viii) To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCE’s resource adequacy requirement showings, if applicable; provided, provided that SCE shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area or regional authority to further disclose such information;
(ix) As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer or ownership of Green Attributes associated with the Generating Facility;
(x) To representatives of a Party’s (and/or its Ultimate Parent’s, in the case of Seller) credit ratings agencies:
(1) Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party (and/or its Ultimate Parent, in the case of Seller) in evaluating this Agreement for credit rating purposes and have agreed to keep this such information confidential; or
(2) With respect to the potential impact of this Agreement on the Party’s (and/or its Ultimate Parent’s, in the case of Seller) financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xii) In connection with discovery requests or orders pertaining to the non- public terms of this Agreement as referenced in Sections 10.10(a)(vi) and 10.10(a)(vii) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) Notify the other Party before prior to disclosing the Confidential Informationconfidential information; and
(2) Prevent or limit such disclosure. After using such reasonable efforts, the Disclosing Party will shall not be:
(3) Prohibited from complying with a Disclosure Order; or
(4) Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Informationconfidential information. Except as provided in the preceding sentence, the Parties are shall be entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation. Note: By checking this blank, Seller agrees to waive the right to notification under clause (1) above: .
Appears in 1 contract
Terms and Conditions of this Agreement. Neither Party shall disclose Confidential Information to a third party, other than:
(i) : To such Party’s, or its upstream parents’ (which, in the case of SCE, is Edison International), ’s employees, Lenders, counsel, accountants, advisors or investors, and in the case of Anaheim, its elected or appointed officials, in each case who have a need to know such information and have agreed to keep such terms confidential;
(ii) ; To potential Lenders with the consent of SCEAnaheim, which consent will not be unreasonably withheld; provided, disclosure:
(1) : Of cash flow and other financial projections to any potential Lender in connection with a potential loan or tax equity investment; or
(2) or Of Confidential Information to potential Lenders with whom Seller has negotiated (but not necessarily executed) a term sheet or other similar written mutual understanding, does not require SCEAnaheim’s consent, and provided further that, in each case such potential Lender has a need to know this information and has agreed to keep such terms confidential;
; As required by the California Public Records Act, Cal. Govt. Code §§ 6250 et. seq. (iii“CPRA”) By either Party and the Xxxxx X. Xxxxx Act, Cal. Govt. Code §§ 54950 et. seq. (the “Disclosing PartyXxxxx Act”); to the extent permitted by law, Anaheim may, without violating this Agreement or having any liability whatsoever under this Agreement or otherwise for any claims or causes of action whatsoever resulting from or arising out such disclosure to participants a third party any Confidential Information, disclose matters that are made confidential by this Agreement to governmental officials or the public as required by any law, regulation, order, rule, order, ruling or other requirement of SCE’s Procurement Review GroupApplicable Law. Notwithstanding the foregoing, as defined in CPUC Decision 00-00-000if Anaheim receives a request for disclosure of Confidential Information, subject Anaheim shall give Seller prompt written notice at the address designated herein prior to any confidentiality agreements or laws, regulations or regulatory decisions concerning confidentiality which are applicable to SCE’s Procurement Review Groupdisclosure of Confidential Information. Anaheim will disclose only such information as is legally required; provided, Seller may only disclose however, Anaheim shall not be obligated to incur any cost or expense in preventing or limiting such entities Confidential Information that is information on the bid and process of SCE’s RAM solicitation; provided further, with respect to non-CPUC PRG participants, neither Party may disclose Confidential Information to such third parties unless and until a written confidentiality or non- disclosure agreement is fully executed between the Disclosing Party and such third-party discloseedisclosure. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iii) of this Agreement.
(iv) By either Party, to the CPUC under seal for purposes of review subject to such Disclosing Party making reasonable efforts to obtain confidentiality protection from the CPUC under Section 583 of the California Public Utilities Code or other statute, order or rule offering comparable confidentiality protection; provided, except as set forth in Sections 10.10(a)(vii), 10.10(a)(viii) and 10.10(b), as applicable, Seller may only disclose to the CPUC Confidential Information that is information on the bid and process of SCE’s RAM solicitation. Seller shall provide Notice to SCE of any disclosure by Seller of Confidential Information pursuant to this Section 10.10(a)(iv) of this Agreement.
(v) To the CAISO or as otherwise may reasonably be required in order to participate in any auction, market market, or other process pertaining to the allocation of priorities or rights related to the transmission of electric energy sold or to be sold to SCE Anaheim hereunder;
(vi) ; In order to comply with any Applicable Law or any exchange, control area or CAISO rule, or order issued by a court or entity with competent jurisdiction over the Disclosing PartyParty making a disclosure of Confidential Information , other than to those entities set forth in Section 10.10(a)(viiTwelve.10(a)(vi);
(vii) ; In order to comply with any applicable regulation, rule, or order of the CPUC, CEC, FERC, any court, administrative agency, legislative body or other tribunal, or any mandatory discovery or data request of a party to any proceeding pending before any of the foregoing;
(viii) ; To any governmental body, the CPUC, the CAISO or any local control area or regional authority having jurisdiction in order to support SCEAnaheim’s resource adequacy requirement showings, if applicable; provided, SCE Anaheim shall, to the extent reasonable, use reasonable efforts to limit the ability of any such applicable governmental body, CAISO, local control area area, or regional authority to further disclose such information;
(ix) ; As may reasonably be required to participate in the WREGIS or other process recognized under Applicable Laws for the registration, transfer transfer, or ownership of Green Attributes associated with the Generating Facility;
(x) ; To representatives of a Party’s credit ratings agencies:
(1) : Who have a need to review the terms and conditions of this Agreement for the purpose of assisting the Party in evaluating this Agreement for credit rating purposes and have agreed to keep this information confidential; or
(2) or With respect to the potential impact of this Agreement on the Party’s financial reporting obligations;
(xi) Disclosure of terms specified in and pursuant to Section 10.10(c);
(xii) ; In connection with discovery requests or orders pertaining to the non- non-public terms of this Agreement as referenced in Sections 10.10(a)(viTwelve.10(a)(v) and 10.10(a)(viiTwelve.10(a)(vi) (“Disclosure Order”) each Party shall, to the extent practicable, use reasonable efforts to:
(1) : Notify the other Party before disclosing the Confidential Information; and
(2) and Prevent or limit such disclosure, except that the Receiving Party shall not be obligated to incur any cost or expense. After using such reasonable efforts, the Disclosing Receiving Party will not be:
(3) : Prohibited from complying with a Disclosure Order; or
(4) or Liable to the other Party for monetary or other damages incurred in connection with the disclosure of the Confidential Information. Except as provided in the preceding sentence, the Parties are entitled to all remedies available at law or in equity to enforce, or seek relief in connection with this confidentiality obligation.
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