Common use of The Receiving Party’s Obligations Clause in Contracts

The Receiving Party’s Obligations. The Receiving Party agrees that it will, with respect to Confidential Information: (a) treat such Confidential Information as strictly confidential; (b) use such Confidential Information only for the purpose of evaluating a Transaction or the Business or performing the prospective business arrangements between the parties contemplated by a Transaction or the Business; (c) protect such Confidential Information, whether in storage or in use, with the same degree of care as the Receiving Party uses to protect its own confidential information against unauthorized disclosure, publication or dissemination, but in no case with less than reasonable care; and (d) not, without the written consent of the Disclosing Party, disclose, disseminate or otherwise furnish such Confidential Information to any third party, except to such employees, counsel, advisors, representatives and agents of Receiving Party who have a reasonable need to know such Confidential Information for the purpose of evaluating a Transaction or the Business or performing the prospective business arrangements between the parties contemplated by a Transaction or the Business, who have been informed of the confidential nature of such Confidential Information and who have agreed in writing to assume the confidentiality obligations described in this Section 2 with respect to such Confidential Information. Notwithstanding the foregoing, this Agreement will not prohibit the disclosure of Confidential Information by the Receiving Party to the extent that the Receiving Party is obligated to disclose such Confidential Information by applicable law or regulation or under an order of a court of competent jurisdiction or a valid governmental subpoena; provided that the Receiving Party, to the extent that it may legally to so, promptly notifies the Disclosing Party of such obligation and uses commercial reasonable efforts to afford the Disclosing Party a reasonable opportunity to interpose an objection to such disclosure, take action to assure confidential handling of the Confidential Information being disclosed or that such other action as it deems appropriate to protect such Confidential Information. In the event of any unauthorized disclosure of, loss of, or inability to account for, and Confidential Information, the Receiving Party shall notify the Disclosing Party promptly upon becoming aware thereof, take such actions as may be necessary or reasonably requested by the Disclosing Party to minimize the violation and mitigate any damages as resulting therefrom.

The Receiving Party’s Obligations. The Receiving Party agrees that it will, with respect to the Confidential InformationInformation of the Disclosing Party: (ai) treat such Confidential Information as strictly confidential; (bii) use such Confidential Information only for the purpose of evaluating a the Transaction or the Business or performing the prospective business arrangements between the parties contemplated by a Transaction or the BusinessTransaction; (ciii) protect such Confidential Information, whether in storage or in use, with the same degree of care as the Receiving Party uses to protect its own confidential information against unauthorized disclosure, publication or dissemination, but in no case with less than reasonable care; and (div) not, without the written consent of the Disclosing Party, disclose, disseminate or otherwise furnish such Confidential Information to any third party, except to such employees, counsel, advisors, representatives and agents of Receiving Party who have a reasonable need to know such Confidential Information for the purpose of evaluating a the Transaction or the Business or performing the prospective business arrangements between the parties contemplated by a the Transaction or the Business, and who have been informed of the confidential nature of such Confidential Information and who Information; provided, however, that any such counsel, advisors, representatives or agents must have agreed in writing to assume the confidentiality obligations described in this Section 2 with respect to such Confidential Information. Notwithstanding the foregoing, this Agreement will not prohibit the disclosure of the Disclosing Party’s Confidential Information by the Receiving Party to the extent that the Receiving Party is obligated to disclose such Confidential Information by applicable law or regulation or under an order of a court of competent jurisdiction or a valid governmental subpoena; provided that the Receiving Party, to the extent that it may legally to do so, promptly notifies the Disclosing Party of such obligation and uses commercial commercially reasonable efforts to afford the Disclosing Party a reasonable opportunity to interpose an objection to such disclosure, take action to assure confidential handling of the Confidential Information being disclosed disclosed, or that take such other action as it deems appropriate to protect such Confidential Information. In the event of any unauthorized disclosure of, loss of, or inability to account for, and any Confidential InformationInformation of the Disclosing Party, the Receiving Party shall notify the Disclosing Party promptly upon becoming aware thereof, take such actions as may be necessary or reasonably requested by the Disclosing Party to minimize the violation and mitigate any damages as resulting therefrom.