Common use of Protective Orders Clause in Contracts

Protective Orders. Notwithstanding anything to the contrary provided in clause “(ii)” of Section 5.7(b), if the Seller or any of its current or future Affiliates or Representatives is required by an order of a Governmental Body to disclose any Confidential Information to any Person, then the Seller shall, except to the extent prohibited by applicable Legal Requirements, promptly provide the Purchaser with written notice specifying the relevant facts and circumstances and providing a copy of the relevant order, and the Purchaser shall be permitted to seek a protective order and/or other appropriate remedy that may prevent or limit the application of such order to: (i) the Seller and/or its current or future Affiliates or Representatives or (ii) the Confidential Information. Except to the extent prohibited by applicable Legal Requirements, the Seller shall (and shall cause its current and future Affiliates and current and future Representatives to) cooperate in good faith with the Purchaser and the Purchaser’s current and future Representatives in any attempt by the Purchaser to obtain any such protective order or other remedy; provided, however, that the Seller shall not be required to make any monetary expenditure in connection with such cooperation. If both (i) the Purchaser elects not to seek, or is unsuccessful in obtaining, any such protective order or other remedy and (ii) the Seller furnishes the Purchaser with a written opinion of (or other written communication by) reputable outside legal counsel of nationally recognized reputation confirming that the disclosure of such Confidential Information is legally required by the relevant order of a Governmental Body, then the Seller (and only the Seller) may disclose such Confidential Information to the extent and only to the extent legally required by the relevant order; provided, however, that the Seller shall, and shall cause its current and future Affiliates and current and future Representatives to, use reasonable efforts to ensure that such Confidential Information is treated confidentially by each Person who receives such Confidential Information.

Protective Orders. Notwithstanding anything to the contrary provided in clause “(ii)” of Section 5.7(b), if the Seller or any of its current or future Affiliates or Representatives is required by an order of a Governmental Body to disclose any Confidential Information to any Person, then the Seller shall, except to the extent prohibited by applicable Legal Requirements, promptly provide Parent and the Purchaser with written notice specifying the relevant facts and circumstances and providing a copy of the relevant order, and Parent and the Purchaser shall each be permitted to seek a protective order and/or other appropriate remedy that may prevent or limit the application of such order to: (i) the Seller and/or its current or future Affiliates or Representatives or (ii) the Confidential Information. Except to the extent prohibited by applicable Legal Requirements, the Seller shall (and shall cause its current and future Affiliates and current and future Representatives to) cooperate in good faith with Parent, the Purchaser and the Purchaser’s their respective current and future Representatives in any attempt by Parent and/or the Purchaser to obtain any such protective order or other remedy; provided, however, that the Seller shall not be required to make any monetary expenditure in connection with such cooperation. If both (i) Parent and the Purchaser elects elect not to seek, or is are unsuccessful in obtaining, any such protective order or other remedy and (ii) the Seller furnishes Parent and the Purchaser with a written opinion of (or other written communication by) reputable outside legal counsel of nationally recognized reputation confirming that the disclosure of such Confidential Information is legally required by the relevant order of a Governmental Body, then the Seller (and only the Seller) may disclose such Confidential Information to the extent and only to the extent legally required by the relevant order; provided, however, that the Seller shall, and shall cause its current and future Affiliates and current and future Representatives to, use reasonable efforts to ensure that such Confidential Information is treated confidentially by each Person who receives such Confidential Information.

Protective Orders. Notwithstanding anything to the contrary provided in clause “(ii)” of Section 5.7(b5.1(c), if the Seller any Seller-Related Party or any of its their respective current or future Affiliates or Representatives is required by an order of a Governmental Body to disclose any Business Confidential Information to any Person, then the Seller Sellers shall, except to the extent prohibited by applicable Legal Requirements, promptly provide the Purchaser Purchasers with written notice specifying the relevant facts and circumstances and providing a copy of the relevant order, and the Purchaser Purchasers shall be permitted to seek a protective order and/or other appropriate remedy that may prevent or limit the application of such order to: (i) the Seller and/or its Sellers or their former, current or future Affiliates or former, current and future Representatives or (ii) the Business Confidential Information. Except to the extent prohibited by applicable Legal Requirements, the Seller Sellers shall (and shall cause its their respective current and future Affiliates and current and future Representatives to) cooperate in good faith with the Purchaser Purchasers and the Purchaser’s Purchasers’ current and future Representatives in any attempt by the Purchaser Purchasers to obtain any such protective order or other remedy; provided, however, that the Seller shall not be required to make any monetary expenditure in connection with such cooperation. If both (ix) the Purchaser elects Purchasers elect not to seek, or is are unsuccessful in obtaining, any such protective order or other remedy and (ii) the Seller furnishes Sellers furnish the Purchaser Purchasers with a the written opinion advice of (or other written communication by) reputable outside legal counsel of nationally recognized reputation confirming that the disclosure of such Business Confidential Information is legally required by the relevant order Order of a Governmental Body, then the Seller (and only the Seller) Sellers or their Affiliates or Representatives, in each case, who are subject to such order may disclose such Business Confidential Information to the extent and only to the extent legally required by the relevant ordersuch Order; provided, however, that the Seller Sellers shall, and shall cause its their respective current and future Affiliates and current and future Representatives to, use reasonable efforts to ensure that such Business Confidential Information is treated confidentially by each Person who receives such Business Confidential InformationInformation and to mitigate any Damages that would reasonably be expected to be incurred by the Purchasers or any of their Affiliates as a result of such disclosure.