Common use of Clause 62 Clause in Contracts

Clause 62. 1.1 shall not apply to the terms of this Agreement, a Project Document or an Ancillary Document designated as Commercially Sensitive Information and listed in Part 1 of Schedule 21 (Commercially Sensitive Information) to this Agreement157 which shall, subject to clause 62.2 (Permitted Disclosure), be kept confidential for the relevant periods specified in that Part. The Parties shall keep confidential all Confidential Information received by one Party from the other Party relating to this Agreement and the Project Documents and Ancillary Documents or the Project and shall use all reasonable endeavours to prevent their employees and agents from making any disclosure to any person of any such Confidential Information. Permitted Disclosure Clauses 62.1.2 and 62.1.3 (Duty of Confidentiality) shall not apply to: any disclosure of information that is reasonably required by any persons engaged in the performance of their obligations under this Agreement for the performance of those obligations; any matter which a Party can demonstrate is already or becomes generally available and in the public domain otherwise than as a result of a breach of this clause 62; any disclosure to enable a determination to be made under the Dispute Resolution Procedure or in connection with a dispute between the Contractor and any of its sub-contractors; any disclosure which is required pursuant to any statutory, legal (including any order of a court of competent jurisdiction) or Parliamentary obligation placed upon the party making the disclosure or the rules of any stock exchange or governmental or regulatory authority having the force of law or if not having the force of law, compliance with which is in accordance with the general practice of persons subject to the stock exchange or governmental or regulatory authority concerned; any disclosure of information which is already lawfully in the possession of the receiving party, prior to its disclosure by the disclosing party; any provision of information to the Parties' own professional advisers or insurance advisers or to the Senior Lenders or the Senior Lenders' professional advisers or insurance advisers or, where it is proposed that a person should or may provide funds (whether directly or indirectly and whether by loan, equity participation or otherwise) to the Contractor [and/or Holdco] in connection with carrying out its obligations under this Agreement, or may wish to acquire shares in the Contractor [and/or Holdco] in accordance with the provisions of this Agreement to that person or their respective professional advisers but only to the extent reasonably necessary to enable a decision to be taken on the proposal; any disclosure by the Authority of information relating to the design, construction, operation and maintenance of the Project and such other information as may be reasonably required for the purpose of conducting a due diligence exercise, to any proposed new contractor, its advisers and lenders should the Authority decide to re-tender this Agreement; any application for registration or recording of the Necessary Consents and property registration required; any disclosure of information by the Authority to any other department, office or agency of the Government or their respective advisers or to any person engaged in providing services to the Authority for any purpose related to or ancillary to this Agreement, or to the School Entities or the Relevant LEA; any disclosure for the purpose of: the examination and certification of the Authority's or the Contractor's accounts; or any examination pursuant to the 1999 Act of the economy, efficiency and effectiveness with which the Authority has used its resources; or complying with a proper request from either Party's insurance advisers, or insurers on placing or renewing any insurance policies; or