Common use of Records; Confidentiality Clause in Contracts

Records; Confidentiality. The Manager shall maintain appropriate books of account and records relating to services performed under this Agreement, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities at any time during normal business hours upon one (1) business day’s advance written notice. The Manager shall keep confidential any and all information obtained in connection with the services rendered under this Agreement and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) except (i) with the prior written consent of the General Partner, (ii) to legal counsel, accountants and other professional advisors; (iii) to appraisers, financing sources and others in the ordinary course of the Business; (iv) to governmental officials having jurisdiction over the Partnership or the Managed Entities; (v) in connection with any governmental or regulatory filings of any of the Managed Entities or disclosure or presentations to any of the Managed Entities’ investors; or (vi) as required by law or legal process to which the Manager or any Person to whom disclosure is permitted hereunder is a party. The foregoing shall not apply to information which has previously become publicly available through the actions of a Person other than the Manager or any other Person to which the Manager makes disclosure in accordance with the terms of this SECTION 6. The provisions of this SECTION 6 shall survive the expiration or earlier termination of this Agreement for a period of one year.

Records; Confidentiality. The Manager Vendor shall maintain appropriate books of account accounts and records relating to services performed under this Agreement, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities Company, US Wireless or any Subsidiary at any time during normal business hours upon one (1) business day’s advance written notice. The Manager Vendor shall keep confidential any and all information obtained in connection with the services rendered under this Agreement and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) to nonaffiliated third parties except (i) with the prior written consent of the General PartnerCompany or US Wireless, (ii) to legal counsel, accountants and other professional advisors; (iii) to appraisers, financing sources and others in the ordinary course of the Businessbusiness; (iv) to governmental officials having jurisdiction over the Partnership or the Managed EntitiesCompany; (v) in connection with any governmental or regulatory filings of any of the Managed Entities or disclosure or presentations to any of the Managed Entities’ investorsVendor; or (vi) as required by law or legal process to which the Manager Vendor or any Person to whom disclosure is permitted hereunder is a partyparty provided, however, that the Vendor shall require such third parties to agree to maintain the confidentiality of all such information disclosed. The foregoing shall not apply to information which has previously become publicly available through the actions of a Person other than the Manager or any other Person to which Vendor not resulting from the Manager makes disclosure in accordance with the terms Vendor’s violation of this SECTION Section 6. The provisions of this SECTION Section 6 shall survive the expiration or earlier termination of this Agreement for a period of one year.

Records; Confidentiality. The Manager Advisor shall maintain appropriate books of account accounts and records relating to services performed under this Agreement, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities Company or any Subsidiary at any time during normal business hours upon one (1) business day’s reasonable advance written notice. The Manager Advisor shall keep confidential any and all information obtained in connection with the services rendered under this Agreement and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) to unaffiliated third parties except (i) with the prior written consent of the General Partner, Board of Directors; (ii) to legal counsel, accountants and other professional advisors; (iii) to appraisers, financing sources and others in the ordinary course of the BusinessCompany’s business; (iv) to governmental officials having jurisdiction over the Partnership Company or the Managed Entitiesany Subsidiary; (v) in connection with any governmental or regulatory filings of the Company or any of the Managed Entities Subsidiary or disclosure or presentations to any of the Managed Entities’ Company investors; or (vi) as required by law or legal process to which the Manager Advisor or any Person to whom disclosure is permitted hereunder is a party; or (vii) to the extent such information is otherwise publicly available. The foregoing shall not apply to information which has previously become publicly available through the actions of a Person other than the Manager or any other Person to which Advisor not resulting from the Manager makes disclosure in accordance with the terms Advisor’s violation of this SECTION Section 6. The provisions of this SECTION Section 6 shall survive the expiration or earlier termination of this Agreement for a period of one year.

Records; Confidentiality. The Manager shall maintain appropriate books of account accounts and records relating to services performed under this Agreement, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities SpinCo or any Subsidiary at any time during normal business hours upon one (1) business day’s reasonable advance written notice. The Manager shall keep confidential any and all information obtained in connection with the services rendered under this Agreement and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) to unaffiliated third parties except (i) with the prior written consent of a majority of the General Partner, Independent Trustees; (ii) to legal counsel, accountants and other professional advisors; (iii) to appraisers, financing sources and others in the ordinary course of the BusinessSpinCo’s business; (iv) to governmental officials having jurisdiction over the Partnership SpinCo or the Managed Entitiesany Subsidiary; (v) in connection with any governmental or regulatory filings of SpinCo or any of the Managed Entities Subsidiary or disclosure or presentations to any of the Managed Entities’ investorsSpinCo’s stockholders or prospective stockholders; or (vi) as required by law or legal process to which the Manager or any Person to whom disclosure is permitted hereunder is a party; or (vii) to the extent such information is otherwise publicly available. The foregoing shall not apply to information which has previously become publicly available through the actions of a Person other than the Manager or any other Person to which not resulting from the Manager makes disclosure in accordance with the terms Manager’s violation of this SECTION Section 6. The provisions Clauses (v) and (vi) of this SECTION Section 6 shall survive the expiration or earlier termination of this Agreement for a period of one year.

Records; Confidentiality. The Manager Advisor shall maintain appropriate books of account accounts and records relating to services performed under this Agreement, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities Company or any Subsidiary at any time during normal business hours upon one (1) business day’s advance written notice. The Manager Advisor shall keep confidential any and all information obtained in connection with the services rendered under this Agreement and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) to nonaffiliated third parties except (i) with the prior written consent of the General PartnerCompany, (ii) to legal counsel, accountants and other professional advisors; (iii) to appraisers, financing sources and others in the ordinary course of the BusinessCompany’s and the Subsidiaries’ business; (iv) to governmental officials having jurisdiction over the Partnership or Company and the Managed EntitiesSubsidiaries; (v) in connection with any governmental or regulatory filings of any of the Managed Entities Company and the Subsidiaries or disclosure or presentations to any of the Managed Entities’ Company investors; or (vi) as required by law or legal process to which the Manager Advisor or any Person to whom disclosure is permitted hereunder is a party. The foregoing shall not apply to information which has previously become publicly available through the actions of a Person other than the Manager or any other Person to which Advisor not resulting from the Manager makes disclosure in accordance with the terms Advisor’s violation of this SECTION Section 6. The provisions of this SECTION Section 6 shall survive the expiration or earlier termination of this Agreement for a period of one year.

Records; Confidentiality. The Manager shall maintain appropriate books of account accounts and records relating to services performed under this Agreement, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities Company at any time during normal business hours upon one two (12) business dayBusiness Day’s advance written notice. The Manager shall keep confidential any and all information obtained in connection with the services rendered under this Agreement and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) to nonaffiliated third parties except (i) with the prior written consent of the General Partnermajority of the Board of Directors, (ii) to legal counsel, accountants and other professional advisors; (iii) to appraisers, financing sources sources, rating agencies, and others in the ordinary course of any of the BusinessCompanies’ business; (iv) to governmental officials having jurisdiction over any of the Partnership or the Managed EntitiesCompanies; (v) in connection with any governmental or regulatory filings of any of the Managed Entities Companies or disclosure or presentations to any of the Managed EntitiesCompanies’ investors; or (vi) as required by law or legal process to which the Manager or any Person to whom disclosure is permitted hereunder is a party. The foregoing shall not apply to information which has previously become publicly available through the actions of a Person other than the Manager or any other Person not resulting from the Manager’s violation of this Section 6. Notwithstanding anything herein to which the contrary, the Manager makes disclosure in accordance with (and each employee, representative or other agent of the terms Manager) may disclose to any and all persons, without limitation of this SECTION 6any kind, the tax treatment and tax structure of the Companies and any of their transactions and all materials of any kind (including opinions or other tax analyses) that are provided to the Manager relating to such tax treatment and tax structure. The provisions of this SECTION Section 6 shall survive the expiration or earlier termination of this Agreement for a period of one year.

Records; Confidentiality. The Manager shall maintain appropriate books of account and records relating to services performed under this Agreement, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities at any time during normal business hours upon one (1) business day’s advance written notice. The Manager shall keep confidential any and all information obtained in connection with the services rendered under this Agreement and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) except (i) with the prior written consent of the General PartnerSP Corporate, (ii) to legal counsel, accountants and other professional advisors; (iii) to appraisers, financing sources and others in the ordinary course of the Business; (iv) to governmental officials having jurisdiction over the Partnership SP Corporate or the Managed Entities; (v) in connection with any governmental or regulatory filings of any of the Managed Entities or disclosure or presentations to any of the Managed Entities’ investors; or (vi) as required by law or legal process to which the Manager or any Person to whom disclosure is permitted hereunder is a party. The foregoing shall not apply to information which has previously become publicly available through the actions of a Person other than the Manager or any other Person to which the Manager makes disclosure in accordance with the terms of this SECTION 6. The provisions of this SECTION 6 shall survive the expiration or earlier termination of this Agreement for a period of one year.

Records; Confidentiality. The Manager shall maintain appropriate books of account accounts and records relating to services performed under this Agreement, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities Company or any Subsidiary at any time during normal business hours upon one (1) business day’s reasonable advance written notice. The Manager shall keep confidential any and all information obtained in connection with the services rendered under this Agreement and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) to non-Affiliated third parties except (i) with the prior written consent of the General Partner, Board of Directors; (ii) to legal counsel, accountants and other professional advisors; (iii) to appraisers, financing sources and others in the ordinary course of the BusinessCompany’s and its Subsidiaries’ business; (iv) to governmental officials having jurisdiction over the Partnership Company or the Managed Entitiesany Subsidiary; (v) in connection with any governmental or regulatory filings of the Company or any of the Managed Entities Subsidiary or disclosure or presentations to any of the Managed Entities’ Company or Subsidiary investors; or (vi) as required by law or legal process to which the Manager or any Person to whom disclosure is permitted hereunder is a party. The foregoing shall not apply to information which has previously become publicly available through the actions of a Person other than the Manager or any other Person to which not resulting from the Manager makes disclosure in accordance with the terms Manager’s violation of this SECTION 6Section 5. The provisions of this SECTION 6 Section 5 shall survive the expiration or earlier termination of this Agreement for a period of one (1) year.

Records; Confidentiality. The Manager shall maintain appropriate books of account accounts and records relating to services performed under this Agreement, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities Company or any Subsidiary at any time during normal business hours upon one (1) business day’s reasonable advance written notice. The Manager shall keep confidential any and all information obtained in connection with the services rendered under this Agreement and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) to unaffiliated third parties except (i) with the prior written consent of the General Partner, Board of Directors; (ii) to legal counsel, accountants and other professional advisors; (iii) to appraisers, financing sources and others in the ordinary course of the BusinessCompany’s and the Subsidiaries’ business; (iv) to governmental officials having jurisdiction over the Partnership Company or the Managed Entitiesany Subsidiary; (v) in connection with any governmental or regulatory filings of the Company or any of the Managed Entities Subsidiary or disclosure or presentations to any of the Managed Entities’ Company investors; or (vi) as required by law or legal process to which the Manager or any Person to whom disclosure is permitted hereunder is a party; or (vii) to the extent such information is otherwise publicly available. The foregoing shall not apply to information which has previously become publicly available through the actions of a Person other than the Manager or any other Person to which not resulting from the Manager makes disclosure in accordance with the terms Manager’s violation of this SECTION Section 6. The provisions of this SECTION Section 6 shall survive the expiration or earlier termination of this Agreement for a period of one year.

Records; Confidentiality. The Manager shall maintain appropriate books of account and records relating to services performed under this Agreement, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities at any time during normal business hours upon one (1) business day’s 's advance written notice. The Manager shall keep confidential any and all information obtained in connection with the services rendered under this Agreement and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) except (i) with the prior written consent of the General Partner, (ii) to legal counsel, accountants and other professional advisors; (iii) to appraisers, financing sources and others in the ordinary course of the Business; (iv) to governmental officials having jurisdiction over the Partnership or the Managed Entities; (v) in connection with any governmental or regulatory filings of any of the Managed Entities or disclosure or presentations to any of the Managed Entities’ ' investors; or (vi) as required by law or legal process to which the Manager or any Person to whom disclosure is permitted hereunder is a party. The foregoing shall not apply to information which has previously become publicly available through the actions of a Person other than the Manager or any other Person to which the Manager makes disclosure in accordance with the terms of this SECTION 6. The provisions of this SECTION 6 shall survive the expiration or earlier termination of this Agreement for a period of one year.

Records; Confidentiality. The Manager shall maintain appropriate books of account accounts and records relating to services performed under this Agreement, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities Company or any Subsidiary at any time during normal business hours upon one (1) business day’s advance written noticehours. The Manager shall keep confidential any and all information obtained relating exclusively to the Company or any Subsidiary in connection with the services rendered under this Agreement and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) to non-Affiliated third parties except (i) with the prior written consent of the General Partner, Board of Directors; (ii) to legal counsel, accountants and other professional advisors; (iii) to appraisers, financing sources and others in the ordinary course of the BusinessCompany’s and its Subsidiaries’ business; (iv) to governmental officials having jurisdiction over the Partnership Company or the Managed Entitiesany Subsidiary; (v) in connection with any governmental or regulatory filings of the Company or any of the Managed Entities Subsidiary or disclosure or presentations to any of the Managed Entities’ Company or Subsidiary investors; or (vi) as required by law or legal process to which the Manager or any Person to whom disclosure is permitted hereunder is a party. The foregoing shall not apply to information which has previously become publicly available through the actions of a Person other than the Manager or any other Person to which not resulting from the Manager makes disclosure in accordance with the terms Manager’s violation of this SECTION Section 6. The provisions of this SECTION Section 6 shall survive the expiration or earlier termination of this Agreement for a period of one (1) year.

Records; Confidentiality. The Manager shall maintain appropriate books of account accounts and records relating to services performed under this Agreement, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities Company or any Subsidiary at any time during normal business hours upon one (1) business day’s advance written notice. The Manager shall keep confidential any and all information obtained in connection with the services rendered under this Agreement and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) to nonaffiliated third parties except (i) with the prior written consent of the General PartnerBoard of Directors, (ii) to legal counsel, accountants and other professional advisors; (iii) to appraisers, financing sources and others in the ordinary course of the BusinessCompany’s business; (iv) to governmental officials having jurisdiction over the Partnership or the Managed EntitiesCompany; (v) in connection with any governmental or regulatory filings of any of the Managed Entities Company or disclosure or presentations to any of the Managed Entities’ Company investors; or (vi) as required by law or legal process to which the Manager or any Person to whom disclosure is permitted hereunder is a party; or (vii) to lenders or other financing sources of the Company, provided that any such lender or other financing source executes a customary nondisclosure agreement reasonably acceptable to the Independent Directors (it being understood any such nondisclosure agreement shall include customary restrictions on the use of any material, nonpublic information with respect to the Company). The foregoing shall not apply to information which has previously become publicly available through the actions of a Person other than the Manager or any other Person to which not resulting from the Manager makes disclosure in accordance with the terms Manager’s violation of this SECTION Section 6. The provisions of this SECTION Section 6 shall survive the expiration or earlier termination of this Agreement for a period of one year.

Records; Confidentiality. The Manager shall maintain and be responsible for the safekeeping of appropriate books of account accounts and records relating to services performed under this Agreement, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities Company or any Subsidiary at any time during normal business hours upon one (1) business day’s advance written notice. The Manager shall keep confidential any and all information obtained in connection with the services rendered under this Agreement and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) to nonaffiliated third parties except (i) to any person with the prior written consent of the General PartnerBoard of Directors, (ii) to legal counsel, accountants and other professional advisors; (iii) to appraisers, financing sources and others in the ordinary course of the BusinessCompany’s business; (iv) to governmental officials having jurisdiction over the Partnership or the Managed EntitiesCompany; (v) in connection with any governmental or regulatory filings of any of the Managed Entities Company or disclosure or presentations to any of the Managed Entities’ Company investors; or (vi) as required by law or legal process to which the Manager or any Person to whom disclosure is permitted hereunder is a party. The foregoing shall not apply to information which has previously become publicly available through the actions of a Person other than the Manager or any other Person to which not resulting from the Manager makes disclosure in accordance with the terms Manager’s violation of this SECTION Section 6. The provisions of this SECTION Section 6 shall survive the expiration or earlier termination of this Agreement for a period of one year.

Records; Confidentiality. The Manager Administrative Agent shall maintain appropriate books of account accounts and records relating to services performed under this Agreementthe Services, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities Company, the A-1 Series, the General Partners or any Subsidiary at any time during normal business hours upon one (1) business day’s reasonable advance written notice. The Manager Administrative Agent shall keep confidential any and all information obtained in connection with the services rendered under this Agreement Services and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) to unaffiliated third parties except (i) with the prior written consent of the Board of Directors or the General PartnerPartners, as applicable; (ii) to legal counsel, accountants and other professional advisorsadvisors engaged to provide services to the A-1 Series or the Subsidiaries; (iii) to appraisers, financing sources and others in the ordinary course of the BusinessA-1 Series' or the Subsidiaries' business; (iv) to governmental officials having jurisdiction over the Partnership Company, the A-1 Series, the General Partners or the Managed Entitiesany Subsidiary; (v) in connection with any governmental or regulatory filings of the Company, the A-1 Series, the General Partners or any of the Managed Entities Subsidiary or disclosure or presentations to any of the Managed Entities’ investorsCompany's shareholders or prospective shareholders; or (vi) as required by law or legal process to which the Manager Administrative Agent or any Person to whom disclosure is permitted hereunder is a party; or (vii) to the extent such information is otherwise publicly available. The foregoing shall not apply to information which has previously become publicly available through the actions of a Person other than the Manager or any other Person to which Administrative Agent not resulting from the Manager makes disclosure in accordance with the terms Administrative Agent's violation of this SECTION Section 6. The provisions of this SECTION Section 6 shall survive the expiration or earlier termination of this Agreement for a period of one year.

Records; Confidentiality. The Manager shall maintain appropriate books of account accounts and records relating to services performed under this Agreement, and such books of account and records shall be accessible for inspection by representatives of the Managed Entities Company at any time during normal business hours upon one (1) business day’s reasonable advance written notice. The Manager shall keep confidential any and all information obtained in connection with the services rendered under this Agreement and shall not disclose any such information to nonaffiliated Persons (or use the same except in furtherance of its duties under this Agreement) to unaffiliated third parties except (i) with the prior written consent of the General Partner, Board of Directors; (ii) to legal counsel, accountants and other professional advisors; (iii) to appraisers, financing sources and others in the ordinary course of the BusinessCompany’s business; (iv) to governmental officials having jurisdiction over the Partnership Company or the Managed Entitiesany Subsidiary; (v) in connection with any governmental or regulatory filings of the Company or any of the Managed Entities Subsidiary or disclosure or presentations to any of the Managed Entities’ investorsCompany’s shareholders or prospective shareholders; or (vi) as required by law or legal process to which the Manager or any Person to whom disclosure is permitted hereunder is a party; or (vii) to the extent such information is otherwise publicly available. The foregoing shall not apply to information which has previously become publicly available through the actions of a Person Person, other than the Manager or any other Person to which Manager, not resulting from the Manager makes disclosure in accordance with the terms Manager’s violation of this SECTION Section 6. The provisions of this SECTION Section 6 shall survive the expiration or earlier termination of this Agreement for a period of one year.