Protective Arrangements. Notwithstanding anything herein to the contrary, in the event that either Party or any of its directors, officers, employees, agents, third party contractors, vendors, accountants, counsel, lenders or other advisors or representatives either determines on the advice of its counsel that it is required to disclose any Information pursuant to applicable Law or the rules or regulations of a Governmental Authority or receives any demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party that is subject to the confidentiality provisions hereof, such Party shall, if possible, notify the other Party prior to disclosing or providing such Information and shall cooperate at the expense of the other Party in seeking any reasonable protective arrangements requested by such other Party. In the event that a protective arrangement is not obtained, the Party that received such request (i) may thereafter disclose or provide such Information to the extent required by such Law (as so advised by counsel) or by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable efforts to have confidential treatment accorded any such Information so furnished.
Appears in 4 contracts
Sources: Data Center Services Agreement (CDK Global, Inc.), Transition Services Agreement (CDK Global, Inc.), Data Center Services Agreement (CDK Global Holdings, LLC)
Protective Arrangements. Notwithstanding anything herein to the contrary, in the event that that, following the Effective Time, either Party or any of its directors, officers, employees, agents, third third-party contractors, vendors, accountants, counsel, lenders or lenders, investors and other advisors or and representatives either determines on the advice of its counsel that it is required to disclose any Information pursuant to applicable Law or the rules or regulations of a Governmental Authority or receives any demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party that is subject to the confidentiality provisions hereof, such Party shall, if possible, notify the other Party prior to disclosing or providing such Information and shall cooperate at the expense of the other requesting Party in seeking any reasonable protective arrangements requested by such other Party. In the event that a protective arrangement is not obtained, the Party Person that received such request (i) may thereafter disclose or provide such Information to the extent required by such Law (as so advised by counsel) or by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable best efforts to have confidential treatment accorded any such Information so furnished.. ARTICLE VII NO REPRESENTATION OR WARRANTY
Appears in 4 contracts
Sources: Separation and Distribution Agreement (Ameriprise Financial Inc), Separation and Distribution Agreement (Ameriprise Financial Inc), Separation and Distribution Agreement (American Express Financial Corp)
Protective Arrangements. Notwithstanding anything herein to the contrary, in the event that either Party or any of its directors, officers, employees, agents, third party contractors, vendors, accountants, counsel, lenders or and other advisors or and representatives either determines on the advice of its counsel that it is required to disclose any Information pursuant to applicable Law or the rules or regulations of a Governmental Authority or receives any demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party that is subject to the confidentiality provisions hereof, such Party shall, if possible, notify the other Party prior to disclosing or providing such Information and shall cooperate at the expense of the other Party in seeking any reasonable protective arrangements requested by such other Party. In the event that a protective arrangement is not obtained, the Party that received such request (i) may thereafter disclose or provide such Information to the extent required by such Law (as so advised by counsel) or by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable efforts to have confidential treatment accorded any such Information so furnished.
Appears in 3 contracts
Sources: Transition Services Agreement, Transition Services Agreement (Broadridge Financial Solutions, LLC), Transition Services Agreement (Broadridge Financial Solutions, Inc.)
Protective Arrangements. Notwithstanding anything herein to the contrary, in the event that that, following the Effective Time, either Party or any of its directors, officers, employees, agents, third third-party contractors, vendors, accountants, counsel, lenders or lenders, investors and other advisors or and representatives either determines on the advice of its counsel that it is required to disclose any Information of the other Party pursuant to applicable Law or the rules or regulations of a Governmental Authority or receives any demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party that is subject to the confidentiality provisions hereof, such Party shall, if possible, notify the other Party prior to disclosing or providing such Information and shall cooperate at the expense of the other requesting Party in seeking any reasonable protective arrangements requested by such other Party. In the event that a protective arrangement is not obtained, the Party Person that received such request (i) may thereafter disclose or provide such Information to the extent required by such Law (as so advised by counsel) or by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable efforts to have confidential treatment accorded any such Information so furnished.
Appears in 3 contracts
Sources: Separation and Distribution Agreement (Scripps Networks Interactive, Inc.), Separation and Distribution Agreement (Scripps Networks Interactive, Inc.), Separation and Distribution Agreement (Scripps E W Co /De)
Protective Arrangements. Notwithstanding anything herein to the contrary, in the event that that, following the Distribution, either Party or any of its directors, officers, employees, agents, third third-party contractors, vendors, accountants, counsel, lenders or lenders, investors and other advisors or and representatives either determines on the advice of its counsel that it is required to disclose any Information pursuant to applicable Law or the rules or regulations of a Governmental Authority or receives any request or demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party that is subject to the confidentiality provisions hereof, such Party shall, if possible, notify the other Party prior to disclosing or providing such Information and shall cooperate at the expense of the other requesting Party in seeking any reasonable protective arrangements requested by such other Party. In the event that a protective arrangement is not obtained, the Party Person that received such request (i) may thereafter disclose or provide such Information to the extent required by such Law (as so advised by counsel) or by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable efforts to have confidential treatment accorded any such Information so furnished.
Appears in 3 contracts
Sources: Separation and Distribution Agreement, Separation and Distribution Agreement (Twenty-First Century Fox, Inc.), Separation and Distribution Agreement (New Newscorp LLC)
Protective Arrangements. Notwithstanding anything herein to the contrary, in the event that that, following the Distribution Date, either Party or any of its directors, officers, employees, agents, third third-party contractors, vendors, accountants, counsel, lenders or lenders, investors and other advisors or and representatives either determines on the advice of its counsel that it is required to disclose any Information of the other Party pursuant to applicable Law or the rules or regulations of a Governmental Authority or receives any demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party that is subject to the confidentiality provisions hereof, such Party shall, if possible, notify the other Party prior to disclosing or providing such Information and shall cooperate at the expense of the other requesting Party in seeking any reasonable protective arrangements requested by such other Party. In the event that a protective arrangement is not obtained, the Party Person that received such request (i) may thereafter disclose or provide such Information to the extent required by such Law (as so advised by counsel) or by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable efforts to have confidential treatment accorded any such Information so furnished.
Appears in 3 contracts
Sources: Transition Services Agreement (Scripps Networks Interactive, Inc.), Transition Services Agreement (Scripps E W Co /De), Transition Services Agreement (Scripps Networks Interactive, Inc.)
Protective Arrangements. Notwithstanding anything herein to the contrary, in the event that that, following the Effective Time, either Party or any of its directors, officers, employees, agents, third party contractors, vendors, accountants, counsel, lenders or lenders, investors and other advisors or and representatives either determines on the advice of its counsel that it is required to disclose any Information pursuant to applicable Law or the rules or regulations of a Governmental Authority or receives any demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party that is subject to the confidentiality provisions hereof, such Party shall, if possible, notify the other Party prior to disclosing or providing such Information and shall cooperate at the expense of the other Party in seeking any reasonable protective arrangements requested by such other Party. In the event that a protective arrangement is not obtained, the Party Person that received such request (i) may thereafter disclose or provide such Information to the extent required by such Law (as so advised by counsel) or by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable efforts to have confidential treatment accorded any such Information so furnished.
Appears in 3 contracts
Sources: Separation and Distribution Agreement, Separation and Distribution Agreement (Broadridge Financial Solutions, LLC), Separation and Distribution Agreement (Automatic Data Processing Inc)
Protective Arrangements. Notwithstanding anything herein to the contrary, in the event that that, following the Effective Time, either Party or any of its directors, officers, employees, agents, third party contractors, vendors, accountants, counsel, lenders lenders, investors or other advisors or representatives either determines on the advice of its counsel that it is required to disclose any Information pursuant to applicable Law or the rules or regulations of a Governmental Authority or receives any demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party that is subject to the confidentiality provisions hereof, such Party shall, if possible, notify the other Party prior to disclosing or providing such Information and shall cooperate at the expense of the other Party in seeking any reasonable protective arrangements requested by such other Party. In the event that a protective arrangement is not obtained, the Party Person that received such request (i) may thereafter disclose or provide such Information to the extent required by such Law (as so advised by counsel) or by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable efforts to have confidential treatment accorded any such Information so furnished.
Appears in 2 contracts
Sources: Separation and Distribution Agreement (Automatic Data Processing Inc), Separation and Distribution Agreement (Dealer Services Holdings LLC)
Protective Arrangements. Notwithstanding anything herein to the contrary, in the event that either Party or any of its directors, officers, employees, agents, third party contractors, vendors, Service Providers, accountants, counsel, lenders or lenders, investors and other advisors or and representatives either determines on the advice of its counsel that it is required to disclose any Information pursuant to applicable Law or the rules or regulations of a Governmental Authority or receives any demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party that is subject to the confidentiality provisions hereof, such Party shall, if possible, notify the other Party prior to disclosing or providing such Information and shall cooperate at the expense of the other requesting Party in seeking any reasonable protective arrangements requested by such other Party. In the event that a protective arrangement is not timely obtained, the Party Person that received such request (i) may thereafter disclose or provide such Information to the extent required by such Law (as so advised by counsel) or by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable best efforts to have confidential treatment accorded any such Information so furnished.
Appears in 2 contracts
Sources: Transition Services Agreement (Games Inc), Transition Services Agreement (American Express Financial Corp)
Protective Arrangements. Notwithstanding anything herein to the contrary, in the event that that, following the Effective Time, either Party or any of its directors, officers, employees, agents, third third-party contractors, vendors, accountants, counsel, lenders or lenders, investors and other advisors or and representatives either determines on the advice of its counsel that it is required to disclose any Information pursuant to applicable Law or the rules or regulations of a Governmental Authority or receives any demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party that is subject to the confidentiality provisions hereof, such Party shall, if possible, notify the other Party prior to disclosing or providing such Information and shall cooperate at the expense of the other requesting Party in seeking any reasonable protective arrangements requested by such other Party. In the event that a protective arrangement is not obtained, the Party Person that received such request (i) may thereafter disclose or provide such Information to the extent required by such Law (as so advised by counselcounsel in a written opinion) or by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable efforts to have confidential treatment accorded any such Information so furnished.
Appears in 2 contracts
Sources: Separation and Distribution Agreement (Belo Corp), Separation and Distribution Agreement (A. H. Belo CORP)
Protective Arrangements. Notwithstanding anything herein to the contrary, in In the event that either Party any party or any of Person in its directors, officers, employees, agents, third party contractors, vendors, accountants, counsel, lenders or other advisors or representatives Group either determines on the advice of its counsel that it is required to disclose any Information or that such disclosure is advisable, in each case pursuant to applicable Law (including pursuant to any rule or regulation of the rules or regulations of a Governmental Authority Securities and Exchange Commission), or receives any demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party party (or any Person in the other party’s Group) that is subject to the confidentiality provisions hereof, such Party shall, if possible, party shall notify the other Party party prior to disclosing or providing such Information and shall cooperate at the expense of the such other Party party in seeking any reasonable protective arrangements (including by seeking confidential treatment of such Information) requested by such other Partyparty. In Subject to the event that a protective arrangement is not obtainedforegoing, the Party Person that received such a request (i) or determined that it is required to disclose Information or that such disclosure is advisable may thereafter disclose or provide such Information to the extent required by or advisable under such Law (as so advised by counsel) or required by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable efforts to have confidential treatment accorded any ; provided that such Person provides the other party upon request with a copy of the Information so furnisheddisclosed.
Appears in 2 contracts
Sources: Separation Agreement (American Water Capital Corp.), Separation Agreement (American Water Works Company, Inc.)
Protective Arrangements. Notwithstanding anything herein to the contrary, in the event that either Party or any of its directors, officers, employees, agents, third party contractors, vendors, Service Providers, accountants, counsel, lenders or lenders, investors and other advisors or and representatives either determines on the advice of its counsel that it is required to disclose any Information pursuant to applicable Law or the rules or regulations of a Governmental Authority or receives any demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party that is subject to the confidentiality provisions hereof, such Party shall, if possible, notify the other Party prior to disclosing or providing such Information and shall cooperate at the expense of the other requesting Party in seeking any reasonable protective arrangements requested by such other Party. In the event that a protective arrangement is not timely obtained, the Party Person that received such request (i) may thereafter disclose or provide such Information to the extent required by such Law (as so advised by counselcounsel in a written opinion) or by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable efforts to have confidential treatment accorded any such Information so furnished.
Appears in 2 contracts
Sources: Services Agreement (A. H. Belo CORP), Services Agreement (A. H. Belo CORP)
Protective Arrangements. Notwithstanding anything herein to the contrary, in the event that that, following the Effective Time, either Party or any of its directors, officers, employees, agents, third party contractors, vendors, accountants, counsel, lenders lenders, investors or other advisors or representatives either determines on the advice of its counsel that it is required to disclose any Information pursuant to applicable Law or the rules or regulations of a Governmental Authority or receives any demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party that is subject to the confidentiality provisions hereof, such Party shall, if possible, notify the other Party prior to before disclosing or providing such Information and shall cooperate at the expense of the other Party in seeking any reasonable protective arrangements requested by such other Party. In the event that a protective arrangement is not obtained, the Party Person that received such request (i) may thereafter disclose or provide such Information to the extent required by such Law (as so advised by counsel) or by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable efforts to have confidential treatment accorded any such Information so furnished.
Appears in 2 contracts
Sources: Separation and Distribution Agreement (J. Alexander's Holdings, Inc.), Separation and Distribution Agreement (J. Alexander's Holdings, Inc.)
Protective Arrangements. Notwithstanding anything herein to the contrary, in the event that that, following the Effective Time, either Party or any of its directors, officers, employees, agents, third third-party contractors, vendors, accountants, counsel, lenders or lenders, investors and other advisors or and representatives either determines on the advice of its counsel that it is required to disclose any Information pursuant to applicable Law or the rules or regulations of a Governmental Authority or receives any demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party that is subject to the confidentiality provisions hereof, such Party shall, if possible, notify the other Party prior to disclosing or providing such Information and shall cooperate at the expense of the other requesting Party in seeking any reasonable protective arrangements requested by such other Party. In the event that a protective arrangement is not obtained, the Party Person that received such request (i) may thereafter disclose or provide such Information to the extent required by such Law (as so advised by counsel) or by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable best efforts to have confidential treatment accorded any such Information so furnished.
Appears in 1 contract
Protective Arrangements. Notwithstanding anything herein to the contrary, in the event that that, following the Effective Time, either Party or any of its directors, officers, employees, agents, third party contractors, vendors, accountants, counsel, lenders lenders, investors or other advisors or representatives either determines on the advice of its counsel that it is required to disclose any Information pursuant to applicable Law or the rules or regulations of a Governmental Authority or receives any demand under lawful process or from any Governmental Authority to disclose or provide Information of the other Party that is subject to the confidentiality provisions hereof, such Party shall, if possible, notify the other Party prior to before disclosing or providing such Information and shall cooperate at the expense of the other Party in seeking any reasonable protective arrangements requested by such other Party. In the event that a protective arrangement is not obtained, the Party Person that received such request (i) may thereafter disclose or provide such Information to the extent required by such Law (as so advised by counsel) or by lawful process or such Governmental Authority, without liability therefor and (ii) shall exercise its commercially reasonable efforts to have confidential treatment accorded any such Information so furnished.. 30 FNF: JAX: Separation and Distribution Agreement
Appears in 1 contract
Sources: Separation and Distribution Agreement (J. Alexander's Holdings, Inc.)