Common use of No Release; Return or Destruction Clause in Contracts

No Release; Return or Destruction. Each Party shall not, and shall cause each member of its Group not to, release or disclose, or permit to be released or disclosed, any Information addressed in Section 6.9(a) to any other Person, except its Representatives who need to know such Information in their capacities as such (who shall be advised of their obligations hereunder with respect to such Information), and except in compliance with Section 6.10. Without limiting the foregoing, when any such Information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, and is no longer subject to any legal hold or other document preservation obligation, each Party will promptly after request of the other Party either return to the other Party all such Information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such Information (and such copies thereof and such notes, extracts or summaries based thereon); provided, that the Parties may retain electronic back-up versions of such Information maintained on routine computer system backup tapes, disks or other backup storage devices; provided further, that any such Information so retained shall remain subject to the confidentiality provisions of this Agreement or any Ancillary Agreement.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (Ingevity Corp), Separation and Distribution Agreement (Ingevity Corp), Separation and Distribution Agreement (Ingevity Corp)

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No Release; Return or Destruction. Each Party shall not, and shall cause each member of its Group agrees not to, to release or disclose, or permit to be released or disclosed, any Information information addressed in Section 6.9(a) to any other Person, except its Representatives who need to know such Information information in their capacities as such (who shall be advised of their obligations hereunder with respect to such Informationinformation), and except in compliance with Section 6.10. Without limiting the foregoing, when any such Information information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, and is no longer subject to any legal hold or other document preservation obligation, each Party will promptly after shall promptly, at the request of the other Party Party, either return to the other Party all such Information information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such Information information (and such copies thereof and such notes, extracts or summaries based thereon); provided, that the Parties and its Representatives may retain electronic back-up versions of such Information information maintained on routine computer system backup tapes, disks or other backup storage devicesdevices or as otherwise (and to the extent) required by applicable Law; provided further, that any such Information information so retained shall remain subject to the confidentiality provisions of this Agreement or any Ancillary Agreement.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (CNX Resources Corp), Separation and Distribution Agreement (CNX Resources Corp), Separation and Distribution Agreement (CONSOL Mining Corp)

No Release; Return or Destruction. Each Party shall not, and shall cause each member of its Group agrees not to, to release or disclose, or permit to be released or disclosed, any Information information addressed in Section 6.9(a) to any other Person, except its Representatives who need to know such Information information in their capacities as such (who shall be advised of their obligations hereunder with respect to such Informationinformation), and except in compliance with Section 6.10. Without limiting the foregoing, when any such Information information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, and is no longer subject to any legal hold or other document preservation obligation, each Party will promptly after shall promptly, at the request of the other Party Party, either return to the other Party all such Information information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such Information information (and such copies thereof and such notes, extracts or summaries based thereon); provided, that the Parties may retain electronic back-up backup versions of such Information information maintained on routine computer system backup tapes, disks or other backup storage devices; provided further, that any such Information information so retained shall remain subject to the confidentiality provisions of this Agreement or any Ancillary Agreement. Each Party agrees to comply with all applicable privacy, data protection, data security or other applicable Laws, policies and contracts with regard to the collection, maintenance, disclosure, retention or destruction the personal information in its possession, custody or control.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (Zimmer Biomet Holdings, Inc.), Separation and Distribution Agreement (ZimVie Inc.), Separation and Distribution Agreement (ZimVie Inc.)

No Release; Return or Destruction. Each Party shall not, and shall cause each member of its Group agrees not to, to release or disclose, or permit to be released or disclosed, any Information information addressed in Section 6.9(a) to any other Person, except its Representatives who need to know such Information information in their capacities as such (who shall be advised of their obligations hereunder with respect to such Informationinformation), and except in compliance with Section 6.10. Without limiting the foregoing, when any such Information information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, and is no longer subject to any legal hold or other document preservation obligation, each Party will shall, at its option and as promptly as practicable after receiving a written request of from the other Party Party, either (i) return to the other Party all such Information information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify (ii) destroy, and certify to the other Party in writing that it has destroyed destroyed, such Information information (and such copies thereof and such notes, extracts or summaries based thereon); provided, that such Party’s Representatives may retain one (1) copy of such information to the extent required by applicable Law or professional standards, and the Parties may retain electronic and their Representatives shall not be required to destroy any such information located in routine back-up versions of such Information maintained on routine computer system backup tapesup, disks or other backup storage devicesarchival electronic storage; provided provided, further, that any such Information information so retained shall remain subject to the confidentiality provisions of this the Agreement or any Ancillary Agreement).

Appears in 3 contracts

Samples: Separation and Distribution Agreement (Synnex Corp), Separation and Distribution Agreement (Concentrix Corp), Separation and Distribution Agreement (Concentrix Corp)

No Release; Return or Destruction. Each Party shall not, and shall cause each member of its Group agrees not to, to release or disclose, or permit to be released or disclosed, any Information information addressed in Section 6.9(a) to any other Person, except its Representatives who need to know such Information information in their capacities as such (who shall be advised of their obligations hereunder with respect to such Informationinformation), and except in compliance with Section 6.10. Without limiting the foregoing, when any such Information information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, and is no longer subject to any legal hold or other document preservation obligation, each Party will promptly after written request of the other Party or as required by applicable Law (including privacy Laws) either return to the other Party all such Information information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed destroy such Information information (and such copies thereof and such notes, extracts or summaries based thereon)) and notify the other Party in writing that it has done so; provided, provided that the Parties may retain electronic back-up versions of such Information information maintained on routine computer system backup tapes, disks or other backup storage devices; provided further, that any such Information information so retained shall remain subject to the confidentiality provisions of this Agreement or any such Ancillary Agreement.

Appears in 2 contracts

Samples: Separation and Distribution Agreement (Bluerock Homes Trust, Inc.), Separation and Distribution Agreement (Bluerock Homes Trust, Inc.)

No Release; Return or Destruction. Each Party shall not, and shall cause each member of its Group agrees not to, to release or disclose, or permit to be released or disclosed, any Information information addressed in Section 6.9(a7.08(a) to any other Person, except its Representatives who need to know such Information information in their capacities as such (who shall be advised of their obligations hereunder with respect to such Information)such, and except in compliance with Section 6.107.09. Information furnished by the other Party after the Effective Time pursuant to this Agreement or any Ancillary Agreement shall be subject to the provisions of Section 7.03. Without limiting the foregoing, when any such Information information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, and is no longer subject to any legal hold or other document preservation obligation, each Party will shall, at its option and as promptly as practicable after receiving a written request of from the other Party Party, either (i) return to the other Party all such Information information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify (ii) certify to the other Party in writing that it has destroyed such Information information (and such copies thereof and such notes, extracts or summaries based thereon); provided, that the Parties such Party’s Representatives may retain electronic one (1) copy of such information to the extent required by applicable Law or professional standards, and shall not be required to destroy any such information located in back-up versions of such Information maintained on routine computer system backup tapesup, disks or other backup storage devices; provided further, that any such Information so retained shall remain subject to the confidentiality provisions of this Agreement or any Ancillary Agreementarchival electronic storage).

Appears in 2 contracts

Samples: Separation and Distribution Agreement (Quorum Health Corp), Separation and Distribution Agreement (Quorum Health Corp)

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No Release; Return or Destruction. Each Party shall not, and shall cause each member of its Group agrees not to, to release or disclose, or permit to be released or disclosed, any Confidential Information addressed in Section 6.9(a11.01(a) to any other Person, except its Representatives who need to know such Confidential Information in their capacities as such (who shall be advised of their obligations hereunder with respect to such Information)such, and except in compliance with Section 6.1011.02. Without limiting the foregoing, when any such Confidential Information furnished by the other Party after the Effective Time pursuant to this Agreement or any Special Products Ancillary Agreement is no longer needed for the purposes contemplated by this Agreement or any Special Products Ancillary Agreement, and is no longer subject to any legal hold or other document preservation obligation, each Party will shall, at the disclosing Party’s option, promptly after request of receiving a Notice from the other Party disclosing Party, either return to the other disclosing Party all such Confidential Information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify certify to the other disclosing Party in writing that it has destroyed such Confidential Information (and such copies thereof and such notes, extracts or summaries based thereon); provided, that the Parties may retain electronic back-up versions of such Information maintained on routine computer system backup tapes, disks or other backup storage devices; provided further, that any such Information so retained shall remain subject to the confidentiality provisions of this Agreement or any Ancillary Agreement.

Appears in 1 contract

Samples: Special Products Master Agreement (AbbVie Inc.)

No Release; Return or Destruction. Each Party shall not, and shall cause each member of its Group agrees not to, to release or disclose, or permit to be released or disclosed, any Information information addressed in Section 6.9(a15.1(a) to any other Person, except its Representatives who need to know such Information information in their capacities as such (who shall be advised of their obligations hereunder with respect to such Informationinformation), and except in compliance with Section 6.1015.2. Without limiting the foregoing, when any such Information information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, and is no longer subject to any legal hold or other document preservation obligation, each Party will promptly after shall promptly, at the request of the other Party Party, either return to the other Party all such Information information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such Information information (and such Table of Contents copies thereof and such notes, extracts or summaries based thereon); provided, that the Parties may retain electronic back-up backup versions of such Information information maintained on routine computer system backup tapes, disks or other backup storage devices; provided further, that any such Information information so retained shall remain subject to the confidentiality provisions of this Agreement Agreement. Each Party agrees to comply with all applicable privacy, data protection, data security or any Ancillary Agreementother applicable Laws, policies and contracts with regard to the collection, maintenance, disclosure, retention or destruction the personal information in its possession, custody or control.

Appears in 1 contract

Samples: Transition Manufacturing and Supply Agreement (ZimVie Inc.)

No Release; Return or Destruction. Each Party shall not, and shall cause each member of its Group agrees not to, to release or disclose, or permit to be released or disclosed, any Information information addressed in Section 6.9(a) to any other Person, except its Representatives who need to know such Information information in their capacities as such (who shall be advised of their obligations hereunder with respect to such Informationinformation), and except in compliance with Section 6.10. Without limiting the foregoing, when any such Information information is no longer needed for the purposes contemplated by this Agreement or any Ancillary Agreement, and is no longer subject to any legal hold or other document preservation obligation, each Party will promptly after request of the other Party either return to the other Party all such Information information in a tangible form (including all copies thereof and all notes, extracts or summaries based thereon) or notify the other Party in writing that it has destroyed such Information information (and such copies thereof and such notes, extracts or summaries based thereon); provided, that the Parties may retain electronic back-up versions of such Information information maintained on routine computer system backup tapes, disks or other backup storage devices; provided further, that any such Information information so retained shall remain subject to the confidentiality provisions of this Agreement or any Ancillary Agreement. Each Party agrees to comply with all applicable privacy, data protection, data security or other applicable Laws, policies and contracts with regard to the collection, maintenance, disclosure, retention or destruction of the personal information in its possession, custody or control.

Appears in 1 contract

Samples: Separation and Distribution Agreement (Inpixon)

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