Common use of Disclosure to Other Persons Clause in Contracts

Disclosure to Other Persons. The Purchasers agree to keep confidential any financial information delivered by the Company pursuant to this Agreement (other than information that is publicly available) and such other non-public proprietary information delivered by the Company that is clearly designated in writing to be or otherwise known by the Purchasers to be confidential; PROVIDED, HOWEVER, that nothing herein shall prevent the Purchasers from disclosing such information: (a) to any prospective purchaser who agrees in writing to be bound by this Section 11.9, (b) to any Affiliate, director, officer, employee, agent and professional consultant of any prospective purchasers, in its capacity as such or any actual purchaser, participant, assignee, or transferee of the Purchasers' or prospective purchaser's rights under any Securities that agrees in writing to be bound by this Section 11.9, (c) upon order of any court or administrative agency having jurisdiction over such party, (d) upon the request or demand of any regulatory agency or authority having jurisdiction over such party, (e) which has been publicly disclosed through no breach of the Purchasers, (f) which has been obtained from any Person that is not a party hereto or an Affiliate of any such party, (g) in connection with the exercise of any remedy hereunder, (h) to the certified public accountants for the Purchasers or as required in summary financial or descriptive business information disclosed by the Purchasers as part of their regular reports to investors or partners, or (i) as otherwise expressly contemplated by this Agreement. In order to permit the Company to remove or limit any order, request or demand or to obtain confidential treatment for any disclosure pursuant to (c) or (d) above, the Purchasers will use reasonable efforts to inform the Company of any such request for disclosure prior to disclosure. Nothing in this Section 11.9 shall be construed to create or give rise to any fiduciary duty on the part of the Purchasers to the Company.

Disclosure to Other Persons. The Purchasers agree Purchaser agrees to keep --------------------------- confidential any financial information delivered by the Company pursuant to this Agreement (other than information that is publicly available) and such other non-public proprietary information delivered by the Company that is clearly designated in writing to be or otherwise known by the Purchasers Purchaser to be confidential; PROVIDEDprovided, HOWEVERhowever, that nothing herein shall prevent the Purchasers Purchaser -------- ------- from disclosing such information: (a) to any prospective purchaser who agrees in writing to be bound by this Section 11.913.9, (b) to any Affiliate, director, officer, employee, agent and professional consultant of any prospective purchasers, in its capacity as such or any actual purchaser, participant, assignee, or transferee of the Purchasers' such Purchaser's or prospective purchaser's rights under any Securities Unit or any part thereof that agrees in writing to be bound by this Section 11.913.9, (c) upon order of any court or administrative agency having jurisdiction over such party, (d) upon the request or demand of any regulatory agency or authority having jurisdiction over such party, (e) which has been publicly disclosed through no breach of the PurchasersPurchaser, (f) which has been obtained from any Person that is not a party hereto or an Affiliate of any such party, (g) in connection with the exercise of any remedy hereunder, (h) to the certified public accountants for the Purchasers Purchaser or as required in summary financial or descriptive business information disclosed by the Purchasers Purchaser that is an investment fund as part of their its regular reports to its investors or partners, or (i) as otherwise expressly contemplated by this Agreement. In order to permit the Company to remove or limit any order, request or demand or to obtain confidential treatment for any disclosure pursuant to (c) or (d) above, the Purchasers Purchaser will use reasonable efforts to inform the Company of any such request for disclosure prior to disclosure. Nothing in this Section 11.9 13.9 shall be construed to create or give rise to any fiduciary duty on the part of the Purchasers Purchaser to the Company.

Disclosure to Other Persons. The Purchasers agree Holders' Agent and each Purchaser --------------------------- agrees to keep confidential any financial information delivered by the Company Guarantor or any of its Subsidiaries pursuant to this Agreement (other than information that is publicly available) and such other non-public proprietary information delivered by the Company Guarantor or any of its Subsidiaries that is clearly designated in writing to be or otherwise known by the Purchasers such Purchaser to be confidential; PROVIDEDprovided, HOWEVERhowever, that nothing herein shall prevent the Purchasers such Purchaser from -------- ------- disclosing such information: (a) to any prospective purchaser who agrees in writing to be bound by this Section 11.913.9, (b) to any Affiliate, director, officer, partner, member, employee, agent and professional consultant of any prospective purchasers, in its capacity as such or any actual purchaser, participant, assignee, or transferee of the Purchasers' such Purchaser's or prospective purchaser's rights under any Securities Senior Discount Notes or any part thereof that agrees in writing to be bound by this Section 11.913.9, (c) upon order of any court or administrative agency having jurisdiction over such party, (d) upon the request or demand of any regulatory agency or authority having jurisdiction over such party, (e) which has been publicly disclosed through no breach of the Purchaserssuch Purchaser, (f) which has been obtained from any Person that is not a party hereto or an Affiliate of any such party, (g) in connection with the exercise of any remedy hereunder, (h) to the certified public accountants for the Purchasers such Purchaser or as required in summary financial or descriptive business information disclosed by the Purchasers such Purchaser that is an investment fund as part of their its regular reports to its investors or partners, or (i) as otherwise expressly contemplated by this Agreement. In order to permit the Company Guarantor or any of its Subsidiaries to remove or limit any order, request or demand or to obtain confidential treatment for any disclosure pursuant to (c) or (d) above, the Purchasers such Purchaser will use reasonable efforts to inform the Company Guarantor of any such request for disclosure prior to disclosure. Nothing in this Section 11.9 13.9 shall be construed to create or give rise to any fiduciary duty on the part of the Purchasers such Purchaser to the CompanyGuarantor or any of its Subsidiaries. Neither the Guarantor nor any of its Subsidiaries shall disclose any Purchaser's name or identity as an investor in the Issuer in any press release or other public announcement or in any document or material filed with any governmental entity, without the prior written consent of such Purchaser, unless such disclosure is required by applicable law or governmental regulations or by order of a court of competent jurisdiction, in which case prior to making such disclosure the Guarantor shall give written notice to such Purchaser describing in reasonable detail the proposed content of such disclosure and shall permit the Purchaser to review and comment upon the form and substance of such disclosure.

Disclosure to Other Persons. The Purchasers agree Purchaser agrees to keep confidential any financial information delivered by the Company pursuant to this Agreement (other than information that is publicly available) and such other non-public proprietary information delivered by the Company that is clearly designated in writing to be or otherwise known by the Purchasers Purchaser to be confidential; PROVIDED, HOWEVER, that nothing herein shall prevent the Purchasers Purchaser from disclosing such information: (a) to any prospective purchaser who agrees in writing to be bound by this Section 11.913.9, (b) to any Affiliate, director, officer, employee, agent and professional consultant of any prospective purchasers, in its capacity as such or any actual purchaser, participant, assignee, or transferee of the Purchasers' such Purchaser's or prospective purchaser's rights under any Securities Unit or any part thereof that agrees in writing to be bound by this Section 11.913.9, (c) upon order of any court or administrative agency having jurisdiction over such party, (d) upon the request or demand of any regulatory agency or authority having jurisdiction over such party, (e) which has been publicly disclosed through no breach of the PurchasersPurchaser, (f) which has been obtained from any Person that is not a party hereto or an Affiliate of any such party, (g) in connection with the exercise of any remedy hereunder, (h) to the certified public accountants for the Purchasers Purchaser or as required in summary financial or descriptive business information disclosed by the Purchasers Purchaser that is an investment fund as part of their its regular reports to its investors or partners, or (i) as otherwise expressly contemplated by this Agreement. In order to permit the Company to remove or limit any order, request or demand or to obtain confidential treatment for any disclosure pursuant to (c) or (d) above, the Purchasers Purchaser will use reasonable efforts to inform the Company of any such request for disclosure prior to disclosure. Nothing in this Section 11.9 13.9 shall be construed to create or give rise to any fiduciary duty on the part of the Purchasers Purchaser to the Company.

Disclosure to Other Persons. The Purchasers agree Purchaser agrees to keep --------------------------- confidential any financial information delivered by the Company pursuant to this Agreement (other than information that is publicly available) and such other non-public proprietary information delivered by the Company that is clearly designated in writing to be or otherwise known by the Purchasers Purchaser to be confidential; PROVIDEDprovided, HOWEVERhowever, that nothing herein shall prevent the Purchasers Purchaser -------- ------- from disclosing such information: (a) to any prospective purchaser who agrees in writing to be bound by this Section 11.914.9 with notice to the Company given in accordance with Section 14.2, (b) to any Affiliate, director, officer, employee, agent and professional consultant of any prospective purchasers, in its capacity as such or any actual purchaser, participant, assignee, or transferee of the Purchasers' such Purchaser's or prospective purchaser's rights under any Securities Unit or any part thereof that agrees in writing to be bound by this Section 11.914.9 with notice to the Company given in accordance with Section 14.2, (c) upon order of any court or administrative agency having jurisdiction over such party, (d) upon the request or demand of any regulatory agency or authority having jurisdiction over such party, (e) which has been publicly disclosed through no breach of the PurchasersPurchaser, (f) which has been obtained from any Person that is not a party hereto or an Affiliate of any such party, (g) in connection with the exercise of any remedy hereunder, (h) to the certified public accountants for the Purchasers Purchaser or as required in summary financial or descriptive business information disclosed by the Purchasers Purchaser that is an investment fund as part of their its regular reports to its investors or partners, or (i) as otherwise expressly contemplated by this Agreement. In order to permit the Company to remove or limit any order, request or demand or to obtain confidential treatment for any disclosure pursuant to (c) or (d) above, the Purchasers Purchaser will use reasonable efforts to inform the Company of any such request for disclosure prior to disclosure. Nothing in this Section 11.9 14.9 shall be construed to create or give rise to any fiduciary duty on the part of the Purchasers Purchaser to the Company.

Disclosure to Other Persons. The Purchasers agree Each Purchaser agrees to keep confidential any financial information delivered by the Company pursuant to this Agreement (other than information that is publicly available) and such other non-public proprietary information delivered by the Company that is clearly designated in writing to be or otherwise known by the Purchasers such Purchaser to be confidential; PROVIDED, HOWEVER, that nothing herein shall prevent the Purchasers such Purchaser from disclosing such information: (a) to any prospective purchaser who agrees in writing to be bound by this Section 11.913.9, (b) to any Affiliate, director, officer, employee, agent and professional consultant of any prospective purchasers, in its capacity as such or any actual purchaser, participant, assignee, or transferee of the Purchasers' such Purchaser's or prospective purchaser's rights under any Securities Unit or any part thereof that agrees in writing to be bound by this Section 11.913.9, (c) upon order of any court or administrative agency having jurisdiction over such party, (d) upon the request or demand of any regulatory agency or authority having jurisdiction over such party, (e) which has been publicly disclosed through no breach of the Purchaserssuch Purchaser, (f) which has been obtained from any Person that is not a party hereto or an Affiliate of any such party, (g) in connection with the exercise of any remedy hereunder, (h) to the certified public accountants for the Purchasers such Purchaser or as required in summary financial or descriptive business information disclosed by the Purchasers such Purchaser that is an investment fund as part of their its regular reports to its investors or partners, or (i) as otherwise expressly contemplated by this Agreement. In order to permit the Company to remove or limit any order, request or demand or to obtain confidential treatment for any disclosure pursuant to (c) or (d) above, the Purchasers such Purchaser will use reasonable efforts to inform the Company of any such request for disclosure prior to disclosure. Nothing in this Section 11.9 13.9 shall be construed to create or give rise to any fiduciary duty on the part of the Purchasers such Purchaser to the Company. The Company shall not, nor shall it permit any Subsidiary to, disclose any Purchaser's name or identity as an investor in the Company in any press release or other public announcement or in any document or material filed with any governmental entity, without the prior written consent of such Purchaser, unless such disclosure is required by applicable law or governmental regulations or by order of a court of competent jurisdiction, in which case prior to making such disclosure the Company shall give written notice to such Purchaser describing in reasonable detail the proposed content of such disclosure and shall permit the Purchaser to review and comment upon the form and substance of such disclosure.

Disclosure to Other Persons. The Purchasers agree Purchaser agrees to keep confidential any financial information delivered by the Company pursuant to this Agreement (other than information that is publicly available) and such other non-public proprietary information delivered by the Company that is clearly designated in writing to be or otherwise known by the Purchasers Purchaser to be confidential; PROVIDEDprovided, HOWEVERhowever, that nothing herein shall prevent the Purchasers Purchaser from disclosing such information: (a) to any prospective purchaser who agrees in writing to be bound by this Section 11.9, (b) to any Affiliate, director, officer, employee, agent and professional consultant of any prospective purchasersthe Purchaser, in its capacity as such or any actual purchaser, participant, proposed assignee, or transferee of all or any portion of the Purchasers' or prospective purchaserPurchaser's rights under any Securities the Series D Preferred Stock that agrees in writing to be bound by this Section 11.98.9, (cb) upon order of any court or administrative agency having jurisdiction over such party, (dc) upon the request or demand of any regulatory agency or authority having jurisdiction over such party, (ed) which has been publicly disclosed through no breach of the PurchasersPurchaser, (fe) which has been obtained from any Person that is not a party hereto or an Affiliate of any such party, (gf) in connection with the exercise of any remedy hereunder, (hg) to the certified public accountants for the Purchasers Purchaser or as required in summary financial or descriptive business information disclosed by the Purchasers Purchaser that is an investment fund as part of their its regular reports to its investors or partners, or (ih) as otherwise expressly contemplated by this Agreement. In order to permit the Company to remove or limit any order, request or demand or to obtain confidential treatment for any disclosure pursuant to (cb) or (dc) above, the Purchasers Purchaser will use reasonable efforts to inform the Company of any such request for disclosure prior to disclosure. Nothing in this Section 11.9 8.9 shall be construed to create or give rise to any fiduciary duty on the part of the Purchasers Purchaser to the Company.