Common use of Disclosure to Agent Clause in Contracts

Disclosure to Agent. With regard to corporate action information provided by Bank to Agent (“Confidential Corporate Action Information”), Agent: (i) acknowledges that Bank views all such information as proprietary; (ii) shall not use any such information other than in connection with providing securities lending agent services to Lender as contemplated by the Securities Lending Agency Agreement and this Agreement; and (iii) shall not disclose any such information to any third party, except to the extent that disclosure is required by applicable law. Confidential Corporate Action Information shall in no event include information which Agent or its affiliates (i) knew at the time of first disclosure to it; (ii) is or becomes generally known in the industry or public knowledge without default by the Agent of its obligations hereunder; (iii) has been independently developed by it through employees none of whom had access to Confidential Corporate Action Information; or (iv) is generally furnished to third parties by the issuer or other custodial banks without confidentiality restriction. Notwithstanding anything herein that may be to the contrary, Agent may disclose Confidential Corporate Action Information to its regulatory authority having supervisory jurisdiction over it pursuant to a request made during the course of a supervisory examination or otherwise. Fees Reports Standard JPMorgan “Views” Custody Reporting LIST OF LENDERS