Common use of Legal Obligation to Disclose Clause in Contracts

Legal Obligation to Disclose. If Company or any Member is requested or required (by oral question or request for information or documents in legal proceedings, interrogatories, subpoena, civil investigation demand or similar process) to disclose any Confidential Information at any time after the Closing, then such disclosing Party shall provide Buyer with prompt written notice of such request or requirement to enable Buyer (i) to seek an appropriate protective order or other remedy, (ii) to consult with the disclosing Party with respect to steps by the disclosing Party to resist or narrow the scope of such request or legal process, and/or (iii) to waive compliance, in whole or in part, with the terms of this Section 6.8. If, in the absence of a protective order or the receipt of a waiver under this Section 6.8, the disclosing Party is nonetheless, in the reasonable written opinion of its, his or her counsel, compelled to disclose Confidential Information to any tribunal or else stand liable for contempt, then the disclosing Party may disclose such Confidential Information to the tribunal, provided that the disclosing Party shall use its or his best efforts to obtain an Order, or such other reasonable assurance as Buyer may designate, that confidential treatment shall be accorded to such portion of the Confidential Information required to be disclosed. The disclosing Party shall not be liable under this Section 6.8 for the disclosure to such tribunal to the extent such disclosure is compelled (it being understood, however, that if such disclosure was caused or resulted from a previous disclosure by the disclosing Party not permitted under this Section 6.8, then the other terms and provisions of this Section 6.8 shall continue in full force and effect and shall be enforceable by Buyer as to such disclosure or disclosures not permitted under this Section 6.8 that resulted in the compelled disclosure).

Appears in 1 contract

Samples: Asset Purchase Agreement (Ari Network Services Inc /Wi)

AutoNDA by SimpleDocs

Legal Obligation to Disclose. If Company Seller or any Member Shareholder is requested or required (by oral question or request for information or documents in legal proceedings, interrogatories, subpoena, civil investigation demand or similar process) to disclose any Confidential Information at any time after the Closing, then such disclosing Party party shall provide Buyer with prompt written notice of such request or requirement to enable Buyer (i) to seek an appropriate protective order or other remedy, (ii) to consult with the disclosing Party party with respect to steps by the disclosing Party party to resist or narrow the scope of such request or legal process, process and/or (iii) to waive compliance, in whole or in part, with the terms of this Section 6.88.2. If, in the absence of a protective order or the receipt of a waiver under this Section 6.88.2, the disclosing Party party is nonetheless, in the reasonable written opinion of its, his or her counsel, compelled to disclose Confidential Information to any tribunal or else stand liable for contempt, then the disclosing Party party may disclose such Confidential Information to the tribunal, provided that the disclosing Party party shall use its its, his or his her best efforts to obtain an Order, or such other reasonable assurance as Buyer may designate, that confidential treatment shall be accorded to such portion of the Confidential Information required to be disclosed. The disclosing Party party shall not be liable under this Section 6.8 8.2 for the disclosure to such tribunal to the extent such disclosure is compelled (it being understood, however, that if such disclosure was caused or resulted from a previous disclosure by the disclosing Party party not permitted under this Section 6.88.2, then the other terms and provisions of this Section 6.8 8.2 shall continue in full force and effect and shall be enforceable by Buyer as to such disclosure or disclosures not permitted under this Section 6.8 8.2 that resulted in the compelled disclosure).

Appears in 1 contract

Samples: Asset Purchase Agreement (Ari Network Services Inc /Wi)

Legal Obligation to Disclose. If Company or any Member Shareholder is requested or required (by oral question or request for information or documents in legal proceedings, interrogatories, subpoena, civil investigation demand or similar process) to disclose any Confidential Information at any time after the Closing, then such disclosing Party Shareholder shall provide Buyer with prompt written notice of such request or requirement to enable Buyer (i) to seek an appropriate protective order or other remedy, (ii) to consult with the disclosing Party party seeking disclosure with respect to steps by the disclosing Party Shareholder to resist or narrow the scope of such request or legal process, process and/or (iii) to waive compliance, in whole or in part, with the terms of this Section 6.87.4. If, in the absence of a protective order or the receipt of a waiver under this Section 6.87.4, the disclosing Party Shareholder is nonetheless, in the reasonable written opinion of its, his or her counsel, compelled to disclose Confidential Information to any tribunal or else stand liable for contempt, then the disclosing Party Shareholder may disclose such Confidential Information to the tribunal, provided that the disclosing Party Shareholder shall use its its, his or his her best efforts to obtain an Order, or such other reasonable assurance as Buyer may designate, that confidential treatment shall be accorded to such portion of the Confidential Information required to be disclosed. The disclosing Party Shareholder shall not be liable under this Section 6.8 7.4 for the disclosure to such tribunal to the extent such disclosure is compelled (it being understood, however, that if such disclosure was caused or resulted from a previous disclosure by the disclosing Party Shareholder not permitted under this Section 6.87.4, then the other terms and provisions of this Section 6.8 7.4 shall continue in full force and effect and shall be enforceable by Buyer as to such disclosure or disclosures not permitted under this Section 6.8 7.4 that resulted in the compelled disclosure).

Appears in 1 contract

Samples: Stock Purchase Agreement (Tierone Corp)

AutoNDA by SimpleDocs

Legal Obligation to Disclose. If Company or any Member Shareholder is requested or required (by oral question or request for information or documents in legal proceedings, interrogatories, subpoena, civil investigation demand or similar process) to disclose any Confidential Information at any time after the Closing, then such disclosing Party shall provide Buyer with prompt written notice of such request or requirement to enable Buyer (i) to seek an appropriate protective order or other remedy, (ii) to consult with the disclosing Party with respect to steps by the disclosing Party to resist or narrow the scope of such request or legal process, and/or (iii) to waive compliance, in whole or in part, with the terms of this Section 6.86.7. If, in the absence of a protective order or the receipt of a waiver under this Section 6.86.7, the disclosing Party is nonetheless, in the reasonable written opinion of its, his or her counsel, compelled to disclose Confidential Information to any tribunal or else stand liable for contempt, then the disclosing Party may disclose such Confidential Information to the tribunal, provided that the disclosing Party shall use its its, his or his her best efforts to obtain an Order, or such other reasonable assurance as Buyer may designate, that confidential treatment shall be accorded to such portion of the Confidential Information required to be disclosed. The disclosing Party shall not be liable under this Section 6.8 6.7 for the disclosure to such tribunal to the extent such disclosure is compelled (it being understood, however, that if such disclosure was caused or resulted from a previous disclosure by the disclosing Party not permitted under this Section 6.86.7, then the other terms and provisions of this Section 6.8 6.7 shall continue in full force and effect and shall be enforceable by Buyer as to such disclosure or disclosures not permitted under this Section 6.8 6.7 that resulted in the compelled disclosure).

Appears in 1 contract

Samples: Asset Purchase Agreement (Ari Network Services Inc /Wi)

Time is Money Join Law Insider Premium to draft better contracts faster.