Common use of Legally Required Disclosure Clause in Contracts

Legally Required Disclosure. Notwithstanding anything in this Section 8 to the contrary, if a Receiving Party or any of its Representatives is required pursuant to applicable Law or the rules or THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. regulations of a stock exchange or similar self-regulatory authority, to disclose any of the Disclosing Party’s Confidential Information, then the Receiving Party agrees, to the extent legally permissible and as soon as reasonably practicable, to provide the Disclosing Party with written notice of the event so that the Disclosing Party may, at the Disclosing Party’s expense, seek a protective order or other remedy. The Receiving Party or its Representative (as applicable) will use its commercially reasonable efforts to consult with the Disclosing Party with respect to any effort by the Disclosing Party to resist or narrow the scope of such requirement or request, or to seek such protective order or other remedy. If such protective order or other remedy is not obtained, then the Receiving Party or its Representative (as applicable): (a) may, without liability, disclose that portion of the Disclosing Party’s Confidential Information that it is required to disclose; and (b) will use its commercially reasonable efforts to have confidential treatment accorded to the Confidential Information so disclosed. Furthermore, Section 8 will not apply to the disclosure of Confidential Information if such disclosure is necessary to establish rights or enforce obligations under this Agreement, but only to the extent that any such disclosure is necessary. Any information disclosed pursuant to this Section 8.3 will retain its confidential status for all other purposes.

Legally Required Disclosure. Notwithstanding anything in this Section 8 to the contrary, if a If Receiving Party or any of its Representatives is requested or required pursuant to applicable Law (by oral questions, interrogatories, requests for information or the rules documents in legal proceedings, subpoena, civil investigative demand or THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. regulations of a stock exchange or other similar self-regulatory authority, process) to disclose any of the Disclosing Party’s Confidential Evaluation Material or Transaction Information, then the Receiving Party agreesshall, to the extent legally permissible and except as soon as reasonably practicableprohibited by law, to provide the Disclosing Party with prompt written notice of the event any such request or requirement so that the Disclosing Party maymay seek, at the Disclosing Party’s expense, seek a protective order or other remedy and/or waive compliance with the provisions of this Agreement. If Disclosing Party seeks a protective order or other remedy. The , Receiving Party or its Representative (shall provide such cooperation, at Disclosing Party’s expense, as applicable) will use its commercially reasonable efforts to consult with the Disclosing Party with respect to any effort by shall reasonably request. If, in the Disclosing Party to resist or narrow the scope absence of such requirement or request, or to seek such protective order or other remedy. If such a protective order or other remedy is not obtainedor the receipt by Receiving Party of a waiver from Disclosing Party, then the Receiving Party or any of its Representative (as applicable): (a) Representatives is nonetheless, in the opinion of its legal counsel, legally compelled to disclose Evaluation Material or Transaction Information to any tribunal or other entity or else stand liable for contempt or suffer other censure or penalty, Receiving Party or such Representatives may, without liabilityliability hereunder, disclose to such tribunal or other entity only that portion of the Disclosing Party’s Confidential Evaluation Material or Transaction Information which such counsel advises Receiving Party or such Representatives in writing is legally required to be disclosed, provided that it Receiving Party and such Representatives shall exercise reasonable best efforts, at Disclosing Party’s expense, to minimize the disclosure of the Disclosing Party’s Evaluation Material or Transaction Information and to preserve the confidentiality thereof. Notwithstanding the foregoing, if Receiving Party is required to disclose; and disclose Evaluation Material or Transaction Information by law or the rules or regulations of any regulatory authority having jurisdiction over Receiving Party or a stock exchange or interdealer quotation system on which Receiving Party’s securities are traded or quoted, Receiving Party may make such disclosure to the extent required (b) will in which case Receiving Party shall use its commercially reasonable efforts to have confidential treatment accorded give Disclosing Party the opportunity to comment on the Confidential Information so disclosed. Furthermore, Section 8 will not apply to the disclosure of Confidential Information if such disclosure is necessary to establish rights or enforce obligations under this Agreement, but only to the extent that any such disclosure is necessary. Any information disclosed pursuant to this Section 8.3 will retain its confidential status for all other purposesplanned disclosure).

Legally Required Disclosure. Notwithstanding anything in this Section 8 16 to the contrary, if a Receiving Party or any of its Representatives is required pursuant to applicable Law or the rules or THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. regulations of a stock exchange or similar self-regulatory authority, to disclose any of the Disclosing Party’s Confidential Information, then the Receiving Party agrees, to the extent legally permissible and as soon as reasonably practicable, to provide the Disclosing Party with written notice of the event so that the Disclosing Party may, at the Disclosing Party’s expense, seek a protective order or other remedy. The Receiving Party or its Representative (as applicable) will use its commercially reasonable efforts to consult with the Disclosing Party with respect to any effort by the Disclosing Party to resist or narrow the scope of such requirement or request, or to seek such protective order or other remedy. If such protective order or other remedy is not obtained, then the Receiving Party or its Representative (as applicable): (a) may, without liability, disclose that portion of the Disclosing Party’s Confidential Information that it is required to disclose; and (b) will use its commercially reasonable efforts to have confidential treatment accorded to the Confidential Information so disclosed. Furthermore, Section 8 16 will not apply to the disclosure of Confidential Information if such disclosure is necessary to establish rights or enforce obligations under this Agreement, but only to the extent that any such disclosure is necessary. Any information disclosed pursuant to this Section 8.3 16.3 will retain its confidential status for all other purposes.

Legally Required Disclosure. Notwithstanding anything in this Section 8 to If the contrary, if a Receiving receiving Party or any of its Representatives Permitted Recipients is requested or required pursuant to applicable Law (by oral questions, interrogatories, requests for information or documents in legal proceedings, subpoena, civil investigative demand or other similar process, or by the rules or THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. regulations of any regulatory authority having jurisdiction over the receiving Party or a stock exchange or similar self-regulatory authority, on which the receiving Party’s securities are traded) to disclose any of the Disclosing disclosing Party’s Confidential Information, then the Receiving receiving Party agreesshall, to the extent legally permissible and except as soon as reasonably practicableprohibited by law, to provide the Disclosing disclosing Party with prompt written notice of the event any such request or requirement so that the Disclosing disclosing Party maymay seek, at the Disclosing disclosing Party’s expense, seek a protective order or other remedy and/or waive compliance with the confidentiality provisions of this Agreement. If the disclosing Party seeks a protective order or other remedy, the receiving Party shall provide such cooperation as the disclosing Party shall reasonably request. The Receiving Party or its Representative (as applicable) will use its commercially reasonable efforts to consult with If, in the Disclosing Party with respect to any effort by the Disclosing Party to resist or narrow the scope absence of such requirement or request, or to seek such protective order or other remedy. If such a protective order or other remedy or the receipt by the receiving Party of a waiver from the disclosing Party, the receiving Party or any of its Permitted Recipients is not obtainedlegally required to disclose the disclosing Party’s Confidential Information to any person or entity, then the Receiving receiving Party or its Representative (as applicable): (a) Permitted Recipients may, without liabilityliability hereunder, disclose to such person or entity only that portion of the Disclosing disclosing Party’s Confidential Information that it is legally required to disclose; be disclosed, provided that the receiving Party and (b) will use its commercially Permitted Recipients shall exercise reasonable efforts to have confidential treatment accorded to the Confidential Information so disclosed. Furthermore, Section 8 will not apply to minimize the disclosure of the disclosing Party’s Confidential Information if such disclosure is necessary to establish rights or enforce obligations under this Agreement, but only to the extent that any such disclosure is necessary. Any information disclosed pursuant to this Section 8.3 will retain its confidential status for all other purposesInformation.

Legally Required Disclosure. Notwithstanding anything in this Section 8 5 to the contrary, if a Receiving Party or any of its Representatives is required pursuant to applicable Law or the rules or THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. regulations of a stock exchange or similar self-regulatory authority, to disclose any of the Disclosing Party’s Confidential Information, then the Receiving Party agrees, to the extent legally permissible and as soon as reasonably practicable, to provide the Disclosing Party with written notice of the event so that the Disclosing Party may, at the Disclosing Party’s expense, seek a protective order or other remedy. The Receiving Party or its Representative (as applicable) will use its commercially reasonable efforts to consult with the Disclosing Party with respect to any effort by the Disclosing Party to resist or narrow the scope of such requirement or request, or to seek such protective order or other remedy. If such protective order or other remedy is not obtained, then the Receiving Party or its Representative (as applicable): (a) may, without liability, disclose that portion of the Disclosing Party’s Confidential Information that it is required to disclose; and (b) will use its commercially reasonable efforts to have confidential treatment accorded to the Confidential Information so disclosed. Furthermore, Section 8 5 will not apply to the disclosure of Confidential Information if such disclosure is necessary to establish rights or enforce obligations under this Agreement, but only to the extent that any such disclosure is necessary. Any information disclosed pursuant to this Section 8.3 5.3 will retain its confidential status for all other purposes. THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.

Legally Required Disclosure. Notwithstanding anything in this Section 8 to the contrary, if a Receiving Party or any of its Representatives is required pursuant to applicable Law or the rules or THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. regulations of a stock exchange or similar self-regulatory authority, to disclose any of the Disclosing Party’s Confidential Information, then the Receiving Party agrees, to the extent legally permissible and as soon as reasonably practicable, to provide the Disclosing Party with written notice of the event so that the Disclosing Party may, at the Disclosing Party’s expense, seek a protective order or other remedy. The Receiving Party or its Representative (as applicable) will use its commercially reasonable efforts to consult with the Disclosing Party with respect to any effort by the Disclosing Party to resist or narrow the scope of such requirement or request, or to seek such protective order or other remedy. If such protective order or other remedy is not obtained, then the Receiving Party or its Representative (as applicable): (a) may, without liability, disclose that portion of the Disclosing Party’s Confidential Information that it is required to disclose; and (b) will use its commercially reasonable efforts to have confidential treatment accorded to the Confidential Information so disclosed. Furthermore, Section 8 will not apply to the disclosure of Confidential Information if such disclosure is necessary to establish rights or enforce obligations under this Agreement, but only to the extent that any such disclosure is necessary. Any information disclosed pursuant to this Section 8.3 will retain its confidential status for all other purposes.