CLEAN TEAM AGREEMENT Clause Samples

CLEAN TEAM AGREEMENT. MIRAEL and Renewi have entered into a clean team agreement dated 10 December 2024 (the “Clean Team Agreement”) which sets out how confidential information that is competitively sensitive can be disclosed, used or shared by or on behalf of Renewi to certain specified employees of MIRAEL and its affiliates and MIRAEL’s external legal counsel and other external advisers for the purposes of obtaining the consent of competition authorities and/or regulatory clearances in connection with the Acquisition. An addendum to the Clean Team Agreement was entered into on 16 January 2025 between MIRAEL, BCI and Renewi. MIRAEL, BCI, Renewi and their respective external legal counsels have entered into a joint defence agreement dated 16 January 2025 (the “Joint Defence Agreement”), the purpose of which is to ensure that the exchange and/or disclosure of certain commercially sensitive materials relating to the parties only takes place between their respective external legal counsels and external experts, and does not diminish in any way the confidentiality of such materials and does not result in a waiver of privilege, attorney work product doctrine, right or immunity that might otherwise be available. MEIF 7 and BCI UK have entered into the Consortium BCA, pursuant to which they have agreed certain principles in accordance with which they intend to co-operate in respect of the Acquisition. Pursuant to the Consortium BCA, it is agreed that MEIF 7 and BCI UK will make certain material decisions with respect to the Acquisition unanimously. The terms of the Consortium BCA also include an agreement not to pursue a competing proposal to the Acquisition with respect to Renewi or take any action which might be prejudicial to implementation of the Acquisition or directly or indirectly enter into, continue, solicit, facilitate or encourage any enquiries or the making of any offer or proposal by a third party to make a competing proposal to the Acquisition, in each case for so long as the Consortium BCA is in force. The Consortium BCA will terminate on the earliest of the date that is: (i) the date on which BidCo makes an announcement under Rule 2.8 of the Takeover Code of its intention not to make an offer for Renewi; (ii) the Effective Date; (iii) the date on which the Offer lapses or is withdrawn (other than where such lapse or withdrawal is for the purposes of switching to a Takeover Offer); (iv) the date on which the parties thereto mutually agree; or (v) 31 December 2025 (or su...

CLEAN TEAM AGREEMENT. On 27 March 2024, ▇▇ ▇▇▇▇▇ and International Paper entered into a clean team agreement (the “Clean Team Agreement”), which sets out, among other things, how confidential information that is competitively sensitive can be disclosed, used or shared between ▇▇ ▇▇▇▇▇’▇ clean team individuals and/or external advisers retained by ▇▇ ▇▇▇▇▇ and International Paper’s clean team individuals and/or external advisers retained by International Paper.