Disclosing Group definition

Disclosing Group shall have the meaning set forth in Section 7.7(a).
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Disclosing Group means the Disclosing Party and any member of its Group;
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Disclosing Group has the meaning given to it in Clause 19.1 (Non-disclosure of Confidential Information).
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Examples of Disclosing Group in a sentence

  • The Recipient agrees to be responsible and liable to the Disclosing Group for any breach of this Agreement by any of the Recipient’s Representatives.

  • Each Party (a "Receiving Party") shall (and shall procure that its Affiliates (the "Receiving Group") shall) keep confidential and not disclose to any third party nor use other than for a Permitted Purpose any Confidential Information of the other Party (a "Disclosing Party") (or such other Party's Affiliates (the "Disclosing Group")).

  • The Recipient further acknowledges that the Disclosing Group will be entitled to injunctive and other equitable relief to prevent or restrain breaches of any of the provisions of this Agreement, or to enforce the terms and provisions hereof, by an action instituted in a court of competent jurisdiction, which remedy or remedies are in addition to any other remedy to which the Disclosing Group may be entitled at law or in equity.

  • The Recipient acknowledges that the obligations undertaken by the Recipient in this Agreement will enure to the benefit of the members of the Disclosing Group and their respective successors and assigns and will be binding on the Recipient and its successors.

  • The Recipient acknowledges that the Disclosing Group makes no representation or warranty, express or implied, as to the accuracy or completeness of the Confidential Information and will have no liability whatsoever, direct or indirect, to the Recipient or to any of its Representatives as a result of the Recipient’s or its Representatives’ use of the Confidential Information.

  • The Recipient hereby constitutes the Disclosing Party as trustee for all other members of the Disclosing Group in respect of the benefit to the Recipient’s covenants set forth in this Agreement and the enforcement of the remedies, which such parties may have hereunder.

  • Neither any member of the Disclosing Group nor any of their respective Representatives will have any liability of any nature or kind whatsoever to the Recipient or any of its Representatives or any other person which either directly or indirectly results from or arises out of the furnishing to the Recipient or its Representatives or the use made by the Recipient, its Representatives or any other person, of any of the Confidential Information.

  • Notwithstanding the foregoing, if, after the execution of this Agreement, any such controversy shall occur before the completion of the transactions contemplated by the Purchase Agreement and/or this Agreement, the Attorneys-in-Fact and the Custodian are nevertheless authorized and directed to complete all of such transactions, including the delivery of the certificates for the undersigned’s Shares to be sold to the Underwriters, as if such controversy had not occurred and regardless of notice thereof.

  • Each Party (a "Receiving Party") shall (and shall procure that its Affiliates (the "Receiving Group") shall) keep confidential and not disclose to any third party, nor use other than for a Permitted Purpose any Confidential Information of the other Party (a "Disclosing Party") (or such other Party's Affiliates) (the "Disclosing Group")).

  • The Receiving Group shall not make any use of Confidential Information of the Disclosing Group, exceptin accordance with the terms of this Agreement, and all such Confidential Information shall be used only for the purpose of the Proposed Transaction.


More Definitions of Disclosing Group

Disclosing Group is defined in Clause 13.1 (Non-disclosure of Confidential Information).
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Disclosing Group is defined in Clause 35.1 (Non-disclosure of Confidential Information).
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Disclosing Group means a group of (i) GE Tennessee, GECUSH and their Affiliates, (ii) the Penske Partners and their Affiliates, or (iii) PAG and its Affiliates. “Evaluation Material” shall not include information disclosed or used by a Disclosing Group that (i) is or becomes generally available to the public other than as a result of a disclosure in breach of this Agreement by such Disclosing Group, or any of their representatives or others to whom it voluntarily discloses such information other than Governmental Authorities, (ii) was available to a member of such Disclosing Group prior to such information’s disclosure by or on behalf of the Company from a source (other than such Disclosing Group) who, to the knowledge of such Disclosing Group, is not subject to a confidentiality agreement with, or other obligation of secrecy to, the Company, its Affiliates or representatives prohibiting such disclosure, (iii) is or becomes available to such Disclosing Group from a source (other than such Disclosing Group) who, to the knowledge of such Disclosing Group, is not subject to a confidentiality agreement with, or other obligation of secrecy to, the Company, its Affiliates or representatives prohibiting such disclosure, or (iv) was independently developed by such Disclosing Group without reference to the Evaluation Material. If a member of a Disclosing Group is requested or required (by oral questions, interrogatories, requests for information or documents, subpoena, civil investigative demand, or similar legal process or by regulatory agency, or stock exchange or other applicable rules) to disclose any of the Evaluation Material, or if a member of a Disclosing Group determines that such Evaluation Material is required to be disclosed by applicable Law, the applicable Member or GECUSH, as applicable, agrees, promptly upon obtaining knowledge of such request, requirement or determination to disclose, to provide the Managing Member and, at all times prior to the GE Termination Date, GECUSH with prompt notice of each such request or determination, to the extent practicable and not legally prohibited, so that the Company, a Member or GECUSH as appropriate may seek an appropriate protective order (at its own cost and expense). If, absent the entry of a protective order or other appropriate remedy, the applicable member of a Disclosing Group is legally required to disclose the Evaluation Material, such applicable member may disclose such information only to the persons and to the exten...
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Disclosing Group means WestUrban Developments Ltd. and its Affiliates, together withtheir respective Representatives;
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Related to Disclosing Group

  • Disclosing Party means the Party disclosing Confidential Information.

  • Discloser means that Party to this Agreement which has disclosed Confidential Information to the other Party.

  • Independent Third Party means any Person who, immediately prior to a contemplated transaction, does not own in excess of 5% of the Company’s Common Units on a fully-diluted basis (a “5% Owner”), who is not controlling, controlled by or under common control with any such 5% Owner and who is not the spouse or descendant (by birth or adoption) of any such 5% Owner or a trust for the benefit of such 5% Owner and/or such other Persons.

  • Non-Disclosing Party has the meaning set forth in Section 7.7.

  • Third Party Information means confidential or proprietary information subject to a duty on the Company’s and its affiliates’ part to maintain the confidentiality of such information and to use it only for certain limited purposes.

  • Confidential commercial or financial information means any business information (other than trade secrets) which is exempt from the mandatory disclosure requirement of the Freedom of Information Act, 5 U.S.C. 552. Exemptions from mandatory disclosure which may be applicable to business information contained in proposals include exemption (4), which covers “commercial and financial information obtained from a person and privileged or confidential,” and exemption (9), which covers “geological and geophysical information, including maps, concerning wells.”

  • Transaction Information means any information provided to any Rating Agency, in each case, to the extent related to such Rating Agency providing or proposing to provide a rating of any Notes or monitoring such rating including, without limitation, information in connection with the Borrower, the Originator, the Servicer or the Receivables.

  • Receiving Party means the Party receiving Confidential Information.

  • Confidential Material means all information, in any form or medium, known or used by City or an Affiliate of the City which is not known to the general public, including, but not limited to, the know-how, trade secrets, strategic plans, technical information, product information, supplier information, customer information, financial information, marketing information and information as to business opportunities, methods and strategies and research and development of the City and its Affiliates. If and to the extent any Confidential Material is included in any report, assessment, diagram, memorandum or other document or copied or reproduced in any other form or medium, such report, assessment, diagram, memorandum, document or Confidential Material in such other form or medium will be deemed to be Confidential Material.

  • Disclosing Purpose means, as pertains to any particular joint opportunity(ies) in the Field, the discussions held or to be held between the Parties regarding their possible collaboration and future working relationship with regards to any such opportunity(ies);

  • Purchaser Confidential Information means all confidential or proprietary documents and information concerning the Purchaser or any of its Representatives; provided, however, that Purchaser Confidential Information shall not include any information which, (i) at the time of disclosure by the Company, the Seller Representative or any of their respective Representatives, is generally available publicly and was not disclosed in breach of this Agreement or (ii) at the time of the disclosure by the Purchaser or its Representatives to the Company, the Seller Representative or any of their respective Representatives, was previously known by such receiving party without violation of Law or any confidentiality obligation by the Person receiving such Purchaser Confidential Information. For the avoidance of doubt, from and after the Closing, Purchaser Confidential Information will include the confidential or proprietary information of the Target Companies.

  • Company Information As defined in Section 4(a)(i).

  • Authority's Confidential Information means all Personal Data and any information, however it is conveyed, that relates to the business, affairs, developments, trade secrets, know-how, personnel, and suppliers of the Authority, including all IPRs, together with all information derived from any of the above, and any other information clearly designated as being confidential (whether or not it is marked "confidential") or which ought reasonably be considered to be confidential;

  • Business Confidential Information has the meaning set forth in Section 5.04(a).

  • Indemnifying Party Information [(A)] All information in the Prospectus Supplement, the Offering Circular or any Free Writing Prospectus or any amendment or supplement thereto (i) contained under the headings "Summary--Relevant Parties--Responsible Party [and Servicer,"] "The Mortgage Loan Pool--Underwriting Guidelines" [and "The Servicer"] and (ii) regarding the Mortgage Loans, the related mortgagors and/or the related Mortgaged Properties (but in the case of this clause (ii), only to the extent any untrue statement or omission arose from or is based upon errors or omissions in the information concerning the Mortgage Loans, the related mortgagors and/or the related Mortgaged Properties, as applicable, provided to the Depositor or any affiliate by or on behalf of the Indemnifying Party) [and (B) static pool information regarding mortgage loans originated or acquired by the Seller [and included in the Prospectus Supplement, the Offering Circular, the ABS Informational and Computational Materials or the Free Writing Prospectus or any amendment or supplement thereto][incorporated by reference from the website located at ___________]].

  • Highly Confidential Information means Proprietary Information that is marked “Highly Confidential Information” when disclosed in written form or is otherwise designated as such hereunder.

  • Disclosure shall have the meaning given to such term under the HIPAA regulations in 45 CFR § 160.103.

  • Covered information as used in this paragraph includes any and all information concerning a student by which a student may be individually identified and includes “Covered Information” as defined in 105 ILCS 85/5 as amended, “School Student Records” as defined in 105 ILCS 10/2 and “Personally Identifiable Information” as defined in 34 C.F.R. 99.

  • Fund Confidential Information means Confidential Information for which the Fund is the Disclosing Party.

  • Business Information means information, oral, electronic, or in writing, that is either of such a nature that a party should reasonably believe it to be confidential or is designated as confidential by either party, including, without limitation, any information or other materials that either party exchanges with the other party or its Representatives in any form and in any media now or hereafter developed, or other information, the tampering with which, or unauthorized Use of which, would cause a material adverse impact to the business operations or security of a party. If information is designated as confidential, such designation will be in any written form which clearly communicates that the nonpublic business or financial information is confidential. The term “Business Information” will not include any information that: (i) is or becomes part of the public domain or is publicly available through no act or omission or through no breach of any contracts; (ii) is known at the time of disclosure without an obligation to keep it confidential, as evidenced by documentation in possession at the time of such disclosure; (iii) becomes rightfully known from another source without restriction on Use; or (iv) has been independently developed without the use of or any reference to Business Information.

  • Contractor's Confidential Information means any information, however it is conveyed, that relates to the business affairs, developments, trade secrets, know-how, Contractor’s Personnel and suppliers of the Contractor, including IPRs, together with all information derived from the above, and any other information clearly designated as being confidential (whether or not it is marked as "confidential") or which ought reasonably to be considered to be confidential, including the Commercially Sensitive Information.

  • Confidential Business Information means any internal, non-public information (other than Trade Secrets already addressed above) concerning the Employer’s financial position and results of operations (including revenues, assets, net income, etc.); annual and long-range business plans; product or service plans; marketing plans and methods; training, educational and administrative manuals; customer and supplier information and purchase histories; and employee lists. The provisions of Sections 6 and 7 shall also apply to protect Trade Secrets and Confidential Business Information of third parties provided to the Employer under an obligation of secrecy.

  • Confidential Materials means all tangible materials containing Confidential Information, including without limitation written or printed documents and computer disks or tapes, whether machine or user readable.

  • Excluded Information With respect to any Excluded Controlling Class Mortgage Loan, any information and reports solely relating to such Excluded Controlling Class Mortgage Loan and/or the related Mortgaged Property or portfolio of Mortgaged Properties, including, without limitation, any Asset Status Reports, Final Asset Status Reports (or summaries thereof), any Appraisals, inspection reports (related to Specially Serviced Loans conducted by the Special Servicer or the Excluded Mortgage Loan Special Servicer, as applicable), any Officer’s Certificates delivered by the Master Servicer, the Special Servicer or the Trustee pursuant to Section 3.20(c) or Section 4.06(b) supporting a non-recoverability determination, the Operating Advisor Annual Reports, any determination of the Special Servicer’s net present value calculation, any Appraisal Reduction Amount calculations, environmental assessments, seismic reports and property condition reports and such other information and reports designated as Excluded Information (other than such information with respect to such Excluded Controlling Class Mortgage Loan that is aggregated with information of other Mortgage Loans at a pool level) by the Master Servicer, the Special Servicer or the Operating Advisor, as the case may be. For the avoidance of doubt, any file or report contained in the CREFC® Investor Reporting Package (CREFC® IRP) (other than the CREFC® Special Servicer Loan File and CREFC® Special Servicer Property File relating to any Excluded Controlling Class Mortgage Loan) and any Schedule AL Additional File shall not be considered “Excluded Information.” Each of the Master Servicer, the Special Servicer or the Operating Advisor shall deliver any Excluded Information for posting to the Certificate Administrator’s Website to the Certificate Administrator in accordance with Section 3.32 hereof. For the avoidance of doubt, the Certificate Administrator’s obligation to segregate any information delivered to it under the “Excluded Information” tab on the Certificate Administrator’s Website shall be triggered solely by such information being delivered in the manner provided in Section 3.32 hereof.

  • Seller Confidential Information has the meaning set forth in Section 6.4.3.

  • Confidential communication means a communication not intended to be disclosed to third persons other than those to whom disclosure is in furtherance of the rendition of professional legal services to the client or those reasonably necessary for the transmission of the communication.