Common use of Transaction Personal Information Clause in Contracts

Transaction Personal Information. (a) Each of the Purchaser, the Parent, the Corporation and the Vendors shall comply with all applicable Privacy Laws in the course of collecting, disclosing and using Transaction Personal Information. Prior to Closing, the Purchaser shall not disclose Transaction Personal Information to any Person other than its Representatives (including its counsel), who are evaluating and advising on the transactions contemplated by this Agreement. (b) Prior to the Closing, the Purchaser shall not use any Transaction Personal Information for any purposes other than those related to the performance of this Agreement and the completion of the transactions contemplated hereby and pursuant to applicable Law. Each of the Parties acknowledges and confirms that the disclosure of Transaction Personal Information is necessary for the purposes of determining if the Parties shall proceed with the transactions contemplated by this Agreement, and that the disclosure of Transaction Personal Information relates solely to the carrying on of the Business or the completion of the transactions contemplated hereby. (c) Immediately following the Closing, the Purchaser shall cause the Group to, as required by and in accordance with applicable Privacy Laws, notify the individuals whose Personal Information has been or will be disclosed or otherwise transferred to the Purchaser in the course of the transactions contemplated hereunder that such transaction has taken place and that their Personal Information was disclosed or otherwise transferred to the Purchaser. (d) The Purchaser shall protect and safeguard Transaction Personal Information against unauthorized use or disclosure and shall cause its Representatives to observe the terms of this Section 4.11 and protect and safeguard Transaction Personal Information in their possession. (e) Following the Closing, the Purchaser shall use and disclose the Transaction Personal Information only for those purposes for which the Transaction Personal Information was initially collected or in respect of the individual to which such disclosed Personal Information relates, unless (i) the Purchaser has first notified such individual of such additional purpose, and where required by Law, obtained the consent of such individual to such additional purpose, or (ii) such use or disclosure is permitted or authorized by Law, without notice to, or consent from, such individual, and the Purchaser shall to give effect to any withdrawal of consent under applicable Privacy Laws. (f) If this Agreement is terminated prior to Closing, the Purchaser shall promptly deliver to the Corporation, or permanently delete, all Transaction Personal Information in its possession or in the possession of any of its Representatives, including all copies, reproductions, summaries and extracts thereof.

Transaction Personal Information. (a) Each of the Purchaser, the Parent, the Corporation The Seller and the Vendors Purchaser shall comply with all applicable Privacy Laws Law in the course of collecting, using and disclosing and using Personal Information in connection with the transactions contemplated by this Agreement (the “Transaction Personal Information”). Prior to Closing, the The Purchaser shall not disclose Transaction Personal Information it receives from the Seller or its Affiliates to any Person other than to its Representatives (including its counsel), advisors who are evaluating and advising on the transactions contemplated by this Agreement. (b) Prior to the Closing, the Purchaser shall not use any Transaction Personal Information for any purposes other than those related to the performance of this Agreement and the completion of the transactions contemplated hereby and pursuant to applicable Law. Each of the Parties acknowledges and confirms that the disclosure of Transaction Personal Information is necessary for the purposes of determining if the Parties shall proceed with the transactions contemplated by this Agreement, and that the disclosure of Transaction Personal Information relates solely to the carrying on of the Business or the completion of the transactions contemplated hereby. (c) Immediately following the Closing, the Purchaser shall cause the Group to, as required by and in accordance with applicable Privacy Laws, notify the individuals whose Personal Information has been or will be disclosed or otherwise transferred to the Purchaser in the course of the transactions contemplated hereunder that such transaction has taken place and that their Personal Information was disclosed or otherwise transferred to the Purchaser. (d) The Purchaser shall protect and safeguard the Transaction Personal Information received from the Seller or its Affiliates against unauthorized use collection, access, use, modification, disclosure or disclosure destruction, in a manner that reflects the sensitivity of such Personal Information and shall cause its Representatives advisors to observe the terms of this Section 4.11 6.5 and to protect and safeguard Transaction Personal Information in their possession. (e) Following . Prior to the ClosingClosing Date, the Purchaser shall not collect, use or disclose Transaction Personal Information except as necessary for purposes that relate to the transactions contemplated by this Agreement and to the extent that the Transaction Personal Information is necessary to carry out and complete such transactions. If the Closing does occur, the Purchaser will collect, use and disclose the Transaction Personal Information disclosed to the Purchaser only for those purposes for which the Transaction Personal Information was initially collected from or in respect of the individual individuals to which such disclosed Transaction Personal Information relates, relates unless (i) the Purchaser has first notified such individual of such any intended additional purpose, and where required by Lawapplicable Privacy Laws, obtained the consent of such individual to such additional purpose, or (ii) such use or disclosure is permitted or authorized by Lawapplicable Privacy Laws, without notice to, or consent from, such individual, and the . The Purchaser shall to also give effect to any withdrawal of consent under applicable Privacy Laws. (f) for continued collection, use or disclosure of Personal Information following Closing. If the Seller or the Purchaser terminate this Agreement is terminated prior to Closingas provided herein, the Purchaser shall promptly deliver destroy or return to the Corporation, or permanently delete, Seller all Transaction Personal Information in its the Purchaser’s possession or in the possession of any of its the Purchaser’s Representatives, including all copies, reproductions, summaries and or extracts thereof.

Transaction Personal Information. (a) Each of the Purchaser, the Parent, the Corporation and the Vendors Party shall comply with all applicable Privacy Laws Law in the course of collecting, using and disclosing and using Transaction Personal Information. Prior The Purchaser shall collect Transaction Personal Information prior to ClosingClosing only for purposes related to the transactions contemplated by this Agreement and as is necessary to determine whether to proceed with such transactions in connection with its investigations of the NovaGold Subs, GCP and the Operator and their respective properties and assets and, if the Purchaser does not elect to terminate this Agreement as provided herein, for the completion of such transactions. During the Interim Period, the Purchaser shall not disclose Transaction Personal Information to any Person other than to its Representatives (including its counsel), who are evaluating and advising on the transactions contemplated by this Agreement. (b) Prior to the Closing, . If the Purchaser shall not use any Transaction Personal Information for any purposes other than those related to the performance of this Agreement and the completion of the transactions contemplated hereby and pursuant to applicable Law. Each of the Parties acknowledges and confirms that the disclosure of Transaction Personal Information is necessary for the purposes of determining if the Parties shall proceed proceeds with the transactions contemplated by this Agreement, and that the disclosure of Transaction Personal Information relates solely to the carrying on of the Business or the completion of the transactions contemplated hereby. (c) Immediately Purchaser shall not, following the Closing, without the Purchaser shall cause consent of the Group to, individuals to whom such Personal Information relates or as permitted or required by and in accordance with applicable Privacy LawsApplicable Law, notify the individuals whose use or disclose Transaction Personal Information: CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FROM THE U.S. SECURITIES AND EXCHANGE COMMISSION FOR PORTIONS OF THIS AGREEMENT. THE COPY FILED HEREWITH OMITS THE INFORMATION SUBJECT TO THE CONFIDENTIALITY REQUEST. OMISSIONS ARE DESIGNATED WITH [***]. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION. (a) for purposes other than those for which such Transaction Personal Information has been or will be disclosed or otherwise transferred was collected by the Vendor prior to the Purchaser in Closing; and (b) which does not relate directly to the course carrying out of the purposes for which the transactions contemplated hereunder that such transaction has taken place and that their Personal Information was disclosed or otherwise transferred to the Purchaser. (d) by this Agreement were implemented. The Purchaser shall protect and safeguard the Transaction Personal Information against unauthorized collection, use or disclosure and disclosure, as provided by Privacy Law. The Purchaser shall cause its Representatives to observe the terms of this Section 4.11 7.2 and to protect and safeguard Transaction Personal Information in their possession. (e) Following . If the Closing, Vendor or the Purchaser shall use and disclose the Transaction Personal Information only for those purposes for which the Transaction Personal Information was initially collected or in respect of the individual to which such disclosed Personal Information relates, unless (i) the Purchaser has first notified such individual of such additional purpose, and where required by Law, obtained the consent of such individual to such additional purpose, or (ii) such use or disclosure is permitted or authorized by Law, without notice to, or consent from, such individual, and the Purchaser shall to give effect to any withdrawal of consent under applicable Privacy Laws. (f) If terminates this Agreement is terminated prior to Closingas provided herein, the Purchaser shall promptly deliver to the Corporation, or permanently delete, Vendor all Transaction Personal Information in its possession or in the possession of any of its Representatives, including all copies, reproductions, summaries and or extracts thereof.

Transaction Personal Information. (a) Each of the Purchaser, the Parent, the Corporation and the Vendors Party shall comply with all applicable Privacy Laws Law in the course of collecting, using and disclosing and using Transaction Personal Information. Prior The Purchaser shall collect Transaction Personal Information prior to ClosingClosing only for purposes related to the transactions contemplated by this Agreement and as is necessary to determine whether to proceed with such transactions in connection with its investigations of the NovaGold Subs, GCP and the Operator and their respective properties and assets and, if the Purchaser does not elect to terminate this Agreement as provided herein, for the completion of such transactions. During the Interim Period, the Purchaser shall not disclose Transaction Personal Information to any Person other than to its Representatives (including its counsel), who are evaluating and advising on the transactions contemplated by this Agreement. (b) Prior to the Closing, . If the Purchaser shall not use any Transaction Personal Information for any purposes other than those related to the performance of this Agreement and the completion of the transactions contemplated hereby and pursuant to applicable Law. Each of the Parties acknowledges and confirms that the disclosure of Transaction Personal Information is necessary for the purposes of determining if the Parties shall proceed proceeds with the transactions contemplated by this Agreement, and that the disclosure of Transaction Personal Information relates solely to the carrying on of the Business or the completion of the transactions contemplated hereby. (c) Immediately Purchaser shall not, following the Closing, without the Purchaser shall cause consent of the Group to, individuals to whom such Personal Information relates or as permitted or required by and in accordance with applicable Privacy LawsApplicable Law, notify the individuals whose use or disclose Transaction Personal Information: (a) for purposes other than those for which such Transaction Personal Information has been or will be disclosed or otherwise transferred was collected by the Vendor prior to the Purchaser in Closing; and (b) which does not relate directly to the course carrying out of the purposes for which the transactions contemplated hereunder that such transaction has taken place and that their Personal Information was disclosed or otherwise transferred to the Purchaser. (d) by this Agreement were implemented. The Purchaser shall protect and safeguard the Transaction Personal Information against unauthorized collection, use or disclosure and disclosure, as provided by Privacy Law. The Purchaser shall cause its Representatives to observe the terms of this Section 4.11 7.2 and to protect and safeguard Transaction Personal Information in their possession. (e) Following . If the Closing, Vendor or the Purchaser shall use and disclose the Transaction Personal Information only for those purposes for which the Transaction Personal Information was initially collected or in respect of the individual to which such disclosed Personal Information relates, unless (i) the Purchaser has first notified such individual of such additional purpose, and where required by Law, obtained the consent of such individual to such additional purpose, or (ii) such use or disclosure is permitted or authorized by Law, without notice to, or consent from, such individual, and the Purchaser shall to give effect to any withdrawal of consent under applicable Privacy Laws. (f) If terminates this Agreement is terminated prior to Closingas provided herein, the Purchaser shall promptly deliver to the Corporation, or permanently delete, Vendor all Transaction Personal Information in its possession or in the possession of any of its Representatives, including all copies, reproductions, summaries and or extracts thereof.

Transaction Personal Information. (a) Each of the Purchaser, the Parent, the Corporation and the Vendors shall comply with all applicable Privacy Laws in the course of collecting, disclosing and using Transaction Personal Information. Prior to Closing, the Purchaser shall not disclose Transaction Personal Information to any Person other than its Representatives (representatives, including its counsel)counsel and other advisors, who are evaluating and advising on the transactions contemplated by this Agreement. (b) Prior to the Closing, the Purchaser shall not use any Transaction Personal Information for any purposes other than those related to the performance of this Agreement and the completion of the transactions contemplated hereby and pursuant to applicable Law. Each of the Parties acknowledges and confirms that the disclosure of Transaction Personal Information is necessary for the purposes of determining if the Parties shall proceed with the transactions contemplated by this Agreement, and that the disclosure of Transaction Personal Information relates solely to the carrying on of the Business or the completion of the transactions contemplated hereby. (c) Immediately following the Closing, the Purchaser shall cause the Group to, as required by and in accordance with applicable Privacy Laws, notify the individuals whose Personal Information has been or will be disclosed or otherwise transferred to the Purchaser in the course of the transactions contemplated hereunder that such transaction has taken place and that their Personal Information was disclosed or otherwise transferred to the Purchaser. (d) The Purchaser shall protect and safeguard the Transaction Personal Information against unauthorized use or disclosure with security safeguards appropriate to the sensitivity of the Transaction Personal Information and shall cause its Representatives representatives to observe the terms of this Section 4.11 and protect and safeguard 9.2 with respect to the Transaction Personal Information in their possession. (e) Following the Closing, the Purchaser shall use and disclose the Transaction Personal Information only for those purposes for which the Transaction Personal Information was initially collected or in respect of the individual to which such disclosed Personal Information relates, unless (i) the Purchaser has first notified such individual of such additional purpose, and where required by Law, obtained the consent of such individual to such additional purpose, or (ii) such use or disclosure is permitted or authorized by Law, without notice to, or consent from, such individual, and the Purchaser shall to give effect to any withdrawal of consent under applicable Privacy Laws. (f) . If this Agreement is terminated by the Seller prior to ClosingClosing in accordance with its terms, the Purchaser shall promptly deliver to the Corporation, Seller or permanently delete, all Transaction Personal Information in its possession or in the possession of any of its Representativesrepresentatives, including all copies, reproductions, summaries and extracts thereof. (c) After Closing, the Seller shall protect any Transaction Personal Information which continues to be in its possession or under its control with security safeguards appropriate to the sensitivity of the Transaction Personal Information and, in any event, no less than the safeguards used by the Seller or Seller Parent to protect other comparable information. Upon Closing, the Purchaser shall (i) use and disclose the Transaction Personal Information solely for the purposes for which the Transaction Personal Information was collected, permitted to be used or disclosed before Closing (as evidenced from the records of the Seller transferred at Closing) subject to any other purposes permitted or required by Law; (ii) protect that Transaction Personal Information by security safeguards appropriate to the sensitivity of the Transaction Personal Information; and (iii) to the extent required by Law, give effect to any withdrawal of consent. Within a reasonable period of time following Closing, the Purchaser will notify affected individuals via appropriate means (which may include direct or indirect communications) that the Closing has been completed and that the Transaction Personal Information has been disclosed to the Purchaser.

Transaction Personal Information. (a) Each The Purchaser shall collect Transaction Personal Information prior to Closing only as necessary for purposes related to the transactions contemplated by this Agreement, including in connection with its investigations of the Purchaser, the Parent, the Corporation Business and the Vendors shall comply with all applicable Privacy Laws in the course of collectingCorporation, disclosing and using Transaction Personal Information. Prior to Closing, the Purchaser shall not disclose Transaction Personal Information to any Person other than to its Representatives (including its counsel), who are evaluating and advising on the transactions contemplated by this Agreement. (b) Prior to the Closing, . If the Purchaser shall not use any Transaction Personal Information for any purposes other than those related to the performance of this Agreement and the completion of the transactions contemplated hereby and pursuant to applicable Law. Each of the Parties acknowledges and confirms that the disclosure of Transaction Personal Information is necessary for the purposes of determining if the Parties shall proceed proceeds with the transactions contemplated by this Agreement, and that the disclosure of Transaction Personal Information relates solely to the carrying on of the Business or the completion of the transactions contemplated hereby. (c) Immediately Purchaser shall not, following the Closing, without the Purchaser shall cause consent of the Group to, individuals to whom such Personal Information relates or as permitted or required by Applicable Law, use or disclose Transaction Personal Information for purposes other than those for which such Transaction Personal Information was collected by the Vendor or the Corporation prior to the Closing, and shall give effect to any withdrawal of consent made in accordance with applicable Privacy LawsLaw. The Purchaser shall forthwith after the Closing, and in any event no later than 30 days after the Closing, notify the in writing those individuals whose Transaction Personal Information was disclosed in connection with the transactions contemplated by this Agreement, that (a) the purchase of the Shares has been or will be completed and (b) Transaction Personal Information about them was disclosed or otherwise transferred to the Purchaser in the course of the transactions contemplated hereunder that connection with such transaction has taken place and that their Personal Information was disclosed or otherwise transferred to the Purchaser. (d) transactions. The Purchaser shall protect and safeguard the Transaction Personal Information against unauthorized collection, use or disclosure and disclosure, as provided by Privacy Law. The Purchaser shall cause its Representatives to observe the terms of this Section 4.11 7.9 and to protect and safeguard Transaction Personal Information in their possession. (e) Following . If the Closing, Vendor or the Purchaser shall use and disclose the Transaction Personal Information only for those purposes for which the Transaction Personal Information was initially collected or in respect of the individual to which such disclosed Personal Information relates, unless (i) the Purchaser has first notified such individual of such additional purpose, and where required by Law, obtained the consent of such individual to such additional purpose, or (ii) such use or disclosure is permitted or authorized by Law, without notice to, or consent from, such individual, and the Purchaser shall to give effect to any withdrawal of consent under applicable Privacy Laws. (f) If terminates this Agreement is terminated prior to Closingas provided herein, the Purchaser shall promptly deliver to the Corporation, or permanently delete, Vendor all Transaction Personal Information in its possession or in the possession of any of its Representatives, including all copies, reproductions, summaries and or extracts thereof.