Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 4 contracts
Sources: Credit Agreement (Nexstar Media Group, Inc.), Credit Agreement (Nexstar Media Group, Inc.), Credit Agreement (Nexstar Media Group, Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates Affiliates, its auditors and to its Related Parties Parties, including, without limitation, their respective accountants, legal counsel and other advisors (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential non-confidential basis from a source other than the Borrower or (j) to Borrower; in the event of any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to required disclosure by the Borrower Administrative Agent or any SubsidiaryLender under clause (c) above, provided thatthe Administrative Agent or such Lender, in the case of information received from as applicable, agrees to use reasonable efforts to inform the Borrower or any Subsidiary after as promptly as practicable to the Closing Dateextent legally permitted to do so. In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and information about this Agreement to market data collectors and similar service providers to the lending industry, such information is clearly identified at the time to consist of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided deal terms and other information customarily found in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders Gold Sheets and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Lawssimilar industry publications.
Appears in 4 contracts
Sources: Term Loan Credit Agreement (Firstenergy Corp), Term Loan Credit Agreement (Firstenergy Corp), Term Loan Credit Agreement (FirstEnergy Solutions Corp.)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers Bank agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) solely in connection with this Agreement and the transactions contemplated hereby, to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to shall keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure)it, (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process; provided, however, to the extent permitted by applicable law, regulation and otherwise, Borrower is promptly notified in order that it may seek a protective order or take other appropriate action, (d) to any other party hereto, (e) to the extent required or deemed advisable by Bank, in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant participant in, or any prospective assignee of or Participant participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are relating to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (ih) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Bank or any of their its respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligationsBorrower. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer Bank on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Effective Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 4 contracts
Sources: Credit Agreement (Tandy Brands Accessories Inc), Credit Agreement (Tandy Brands Accessories Inc), Credit Agreement (Tandy Brands Accessories Inc)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Collateral Agent, the Lenders and the L/C Issuers Issuer agrees to maintain the confidentiality of, and not disclose, all information provided to all or any one of them by or on behalf of the Information (as defined below)Company and its Subsidiaries in connection with this Agreement and the other Loan Documents, except that Information such information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, trustees, advisors (legal or otherwise) and representatives who need to know such information in connection with the Credit Agreement and are informed of the confidential nature of such information (it being understood that the Persons to whom such disclosure is made will either be informed subject to customary confidentiality obligations of employment or professional practice or agree to be bound by the confidential nature terms of this Section 10.07 (or language substantially similar to this Section) (with the Administrative Agent, the Collateral Agent, the applicable Lender or the L/C Issuer, as applicable, responsible for such Information and instructed to keep such Information confidentialperson’s compliance with this Section 10.07)), (b) to the extent required requested (orally or requested in writing) by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal processprocess (in which case the Administrative Agent, the Collateral Agent, the applicable Lender or the L/C Issuer, as applicable, agrees to the extent permitted by law, rule or regulation and reasonably practicable, to inform the Company in advance thereof), (dc) to any other party heretohereto pursuant to the terms of this Agreement, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (fd) subject to such Person entering into an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or 2.16(c), (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower Company and its obligations, this Agreement obligations or payments hereunder (it being understood that the DQ List may be disclosed to iii) any pledgee or assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)pledgee of a Lender pursuant to Section 10.06(f), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (he) with the consent of the BorrowerCompany, (if) to the extent such Information (i) information becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (jg) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential informationratings agencies. Each of the Administrative Agent, the Collateral Agent, the Lenders and the L/C Issuers Issuer acknowledge and agree that, in the event of any breach of this Section by them, any of their respective Affiliates or their or their respective Affiliates’ partners, directors, officers, employees, agents, trustees, advisors (legal or otherwise) and representatives, the Company and its subsidiaries and affiliates could be irreparably and immediately harmed and might not be made whole by monetary damages. Accordingly, it is agreed that, in addition to any other remedy to which it may be entitled at law or in equity, the Company shall be entitled to seek an injunction or injunctions to prevent any breach or threatened breach of this Section or to compel specific performance of the agreements contained in this Section. Notwithstanding anything to the contrary contained herein, the Administrative Agent, the Collateral Agent, the Lenders and the L/C Issuer and their respective affiliates may disclose any information provided hereunder to any governmental agency, regulatory authority or self-regulatory authority (including, without limitation, bank and securities examiners) having or claiming to have authority to regulate or oversee any aspect of the respective businesses of the Administrative Agent, the Collateral Agent, such Lender, the L/C Issuer or those of their respective affiliates in connection with the exercise of such authority or claimed authority, in which case the Administrative Agent, the Collateral Agent, such Lender or the L/C Issuer agrees, to the extent permitted by law, rule and regulation and reasonably practicable, to inform the Company promptly in advance thereof. The provisions of the immediately preceding sentence and clause (b) of this Section relating to the obligation of the Administrative Agent, the Collateral Agent, the Lenders and the L/C Issuer to provide advance notice to the Company of any disclosures permitted pursuant to this Section shall automatically terminate and be of no further force and effect on and after the date that is two years after the termination of this Agreement. Without limiting the foregoing, each of the Administrative Agent, the Collateral Agent, the Lenders and the L/C Issuer acknowledges that (a) the Information information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Company or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 4 contracts
Sources: Credit Agreement (Host Hotels & Resorts L.P.), Credit Agreement (Host Hotels & Resorts L.P.), Credit Agreement (Host Hotels & Resorts, Inc.)
Treatment of Certain Information; Confidentiality. Each Lender will make no disclosure of confidential information furnished to it by the AgentsBorrowers or any of their Subsidiaries, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (identified as defined below)such, except that Information may be disclosed unless such information has become public, except: (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with operations under or the exercise enforcement of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document Document, to Persons who have a reasonable need to be furnished such confidential information and who agree to comply with the restrictions contained in this Section 10.07 with respect to such information and to the extent such disclosure does not violate any applicable Laws; (b) pursuant to any statutory or regulatory requirement or any court order, subpoena or other legal process; (c) to any parent or corporate Affiliate of such Lender or to any Participant, proposed Participant or proposed Assignee; provided, however, that any such Person agrees to comply with the enforcement of rights hereunder or thereunderrestrictions set forth in this Section 10.07 with respect to such information and to the extent such disclosure does not violate any applicable Laws; (d) to its independent counsel, auditors and other professional advisors with an instruction to such Person to keep such information confidential; (fe) subject to an agreement containing provisions substantially the same as similar to those of this SectionSection 10.07, to (i) any assignee of direct or Participant in, indirect counterparty in any swap agreement or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party hedging arrangement (or its Related Partiesto such contractual counterparty’ s professional advisors) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes ; (f) with respect to confidential information related to the tax treatment and tax structure of this Section, “Information” means the transactions contemplated by the Loan Documents and all information received from the Borrower materials of any kind (including opinions or any Subsidiary (or deemed other tax analyses) that are provided to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) such Lender relating to Nexstar Mediasuch tax treatment and tax structure; provided, however, that such disclosure may not be made to the Borrower extent required to be kept confidential to comply with any applicable federal or any Subsidiary state securities laws; or any (g) with the prior written consent of their respective businessesthe Parent, other than any such information that is available to any other Person. Each Loan Party hereby agrees that Administrative Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that Affiliate thereof may (a) disclose a general description of transactions arising under the Information may include material non-public information concerning Nexstar Media Loan Documents for advertising, marketing or other similar purposes, and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle any Loan Party’s name, logo or other indicia germane to such material non-public information party in accordance connection with applicable Lawsuch advertising, including United States Federal and state securities Lawsmarketing or other similar purposes.
Appears in 3 contracts
Sources: Credit Agreement (Ch2m Hill Companies LTD), Credit Agreement (Ch2m Hill Companies LTD), Credit Agreement (Ch2m Hill Companies LTD)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers Issuer agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person it or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party counterparty (or its Related Parties) to any swap, swap or derivative or other transaction under which payments are relating to be made by a reference to the a Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower Company or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Company or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any the L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) Company. In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and information about this Agreement to any credit insurance provider relating market data collectors, similar service providers to the Loan Parties lending industry and their obligations. For purposes service providers to the Administrative Agent and the Lenders in connection with the administration of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar MediaAgreement, the Borrower or any Subsidiary or any of their respective businessesother Loan Documents, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsCommitments.
Appears in 3 contracts
Sources: Credit Agreement (Methode Electronics Inc), Credit Agreement (Methode Electronics Inc), Credit Agreement (Methode Electronics Inc)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers Issuer agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates Affiliates, its auditors and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process; provided that (x) prior to any disclosure under clause (b) above or this clause (c), the disclosing party agrees (other than in connection with audits or examinations conducted by bank accountants or regulatory authority exercising examination or regulatory authority) to provide Borrower with prior notice thereof, to the extent that it is practicable to do so and to the extent that the disclosing party is permitted to provide such prior notice to Borrower pursuant to the terms of the applicable law, compulsory legal process or regulation (as determined by the disclosing party in its reasonable discretion) and (y) any disclosure under clause (b) above or this clause (c) shall be limited to the portion of the Information as may be required by such law, compulsory legal process or regulation (as determined by the disclosing party in its reasonable discretion), (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower any Loan Party or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any the L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) Borrower. In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and information about this Agreement to any credit insurance provider relating market data collectors, similar service providers to the Loan Parties lending industry and their obligations. For purposes service providers to the Administrative Agent and the Lenders in connection with the administration of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar MediaAgreement, the Borrower other Loan Documents, and the Commitments. In the event of any conflict between the terms of this Section and those of any other Contractual Obligation entered into with any Loan Party (whether or any Subsidiary or any not a Loan Document), the terms of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Lawsgovern.
Appears in 3 contracts
Sources: Credit Agreement (Fox Factory Holding Corp), Credit Agreement (Fox Factory Holding Corp), Credit Agreement (Fox Factory Holding Corp)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers The P1 Intercreditor Agent agrees to maintain the confidentiality of the Information (as defined below)Information, except that Information may be disclosed (a) to its Affiliates (including branches) and to its Related Parties and its Affiliates’ respective directors, officers, employees, agents, advisors, auditors, service providers and representatives (it being understood provided, that the Persons to whom such disclosure is made will be informed prior to disclosure of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent requested or required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure)it, (c) to the extent required by applicable Laws Government Rule or regulations or by any subpoena or similar legal processprocess (in which case the P1 Intercreditor Agent agrees, to the extent practicable, to use reasonable efforts to notify the Borrower prior to disclosure), (d) to any other party heretoto this Agreement, (e) in connection with the exercise of any remedies hereunder hereunder, under any Senior Secured Debt Instrument, or under any other Loan P1 Collateral Document or any suit, action or proceeding relating to this Agreement hereto or any other Loan Document thereto or the enforcement of rights hereunder or thereunderthereunder (including any actual or prospective purchaser of Collateral), (f) subject to an agreement containing provisions substantially Persons permitted under the same as those terms of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that Senior Secured Debt Instruments in accordance with the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))terms thereof, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the BorrowerBorrower (not to be unreasonably withheld, conditioned or delayed), (h) to any state, federal or foreign authority or examiner (including the National Association of Insurance Commissioners or any other similar organization) regulating the P1 Intercreditor Agent or any of its Affiliates, (i) to any rating agency when required by it (it being understood that prior to any such disclosure, such rating agency shall undertake to preserve the extent such confidentiality of any Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available relating to the Administrative Borrower received by it from the P1 Intercreditor Agent), any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any party providing (and any brokers arranging) any insurance or reinsurance or other direct or indirect credit insurance provider relating protection (including credit default swaps) with respect to the Loan Parties and their obligationsits Senior Secured Debt. For the purposes of this SectionSection 8.16, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 3 contracts
Sources: Common Terms Agreement (NextDecade Corp.), Common Terms Agreement (NextDecade Corp), Common Terms Agreement (NextDecade Corp.)
Treatment of Certain Information; Confidentiality. Each of the AgentsAgent, the Lenders and the L/C Issuers Issuer, Swing Line Lender and Lender agrees to maintain maintain, and to cause its Affiliates (including any Related Parties) to maintain, the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), ; (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), ; (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, ; (d) to any other party hereto, ; (e) to the extent reasonably required, in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, ; (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 Agreement, or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction relating to obligations of the Loan Parties under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), Loan Documents; (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Company; or (ih) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, the L/C Issuer, any Swing Line Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower Company; provided, however, that to the extent permitted by applicable law or regulation, the Agent, the L/C Issuer and the Lenders (jincluding the Swing Line Lenders) agree to notify the Company prior to (if reasonably practicable) or concurrently with its disclosure of such information to any credit insurance provider relating third party pursuant to clauses (b) (other than in the case of routine bank examinations), (c) and (f). In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and public information about this Agreement to market data collectors, similar service providers to the lending industry, and service providers to the Administrative Agent and the Lenders in connection with the administration and management of this Agreement, the other Loan Parties Documents, the Commitments, and their obligationsthe Credit Extensions. For the purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) Loan Party relating to Nexstar Media, the Borrower any Loan Party or any Subsidiary or any of their respective businessesits business, other than any such information that is available to any the Agent, the L/C Issuer, any Swing Line Lender or any Lender or any L/C Issuer of their respective Affiliates on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, Loan Party; provided that, in the case of any information received from the Borrower or any Subsidiary a Loan Party after the Closing Datedate hereof (other than in connection with Section 6.03, all of which is acknowledged to constitute “Information” regardless of any marking as confidential), such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative The Agent, the Lenders and the L/C Issuers Issuer and each of the Lenders (including the Swing Line Lenders) acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrowers or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal federal and state securities Laws.
Appears in 3 contracts
Sources: Credit Agreement, Credit Agreement (McKesson Corp), Credit Agreement (McKesson Corp)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, trustees, advisors and representatives on a need-to-know basis (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties Affiliates (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this SectionSection and which gives the Borrower the right to enforce such confidentiality provisions, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 2.14(b) or Section 10.01 2.17(d) or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any the L/C Issuer or any of their respective Affiliates on a nonconfidential non-confidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries Subsidiaries. In addition, the Administrative Agent and Variable Interest Entitiesthe Lenders may disclose the existence of this Agreement and information about this Agreement to market data collectors, as similar service providers to the case may belending industry and service providers to the Administrative Agent and the Lenders in connection with the administration of this Agreement, (b) it has developed compliance procedures regarding the use of material non-public information other Loan Documents and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Lawsthe Commitments.
Appears in 3 contracts
Sources: Credit Agreement (Republic Services, Inc.), Credit Agreement (Republic Services, Inc.), Credit Agreement (Republic Services, Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers Issuing Bank agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors, trustees and other representatives (it being understood that the Persons persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any Governmental Authority or regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations Requirements of Law or by any subpoena or similar legal processprocess (provided, unless prohibited by applicable law in the opinion of its counsel or court order, such Agent, Lender or Issuing Bank, as applicable, shall make reasonable efforts to notify Borrower of any such requirement or subpoena), (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an this Section 10.12 or a written agreement containing provisions substantially the same as those of this SectionSection 10.12 or a written confirmation of the same, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or Agreement, (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are relating to be made by reference to the Borrower and its obligations, this Agreement obligations or payments hereunder (it being understood that iii) any rating agency for the DQ List may be disclosed purpose of obtaining a credit rating applicable to any assignee Lender or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) with the written consent of Borrower. For purposes of this Section, “Information” means all information concerning Holdings or any of its Subsidiaries or any of its direct or indirect shareholders, or any of their respective employees, directors or Affiliates (including, without limitation, the Permitted Holders) received by any Agent, the Issuing Bank or any Lender on a confidential basis from Borrower or any other person under or pursuant to this Agreement or any other Loan Document, including, without limitation, financial terms and financial and organizational information contained in any documents, statements, certificates, materials or information furnished, or to be furnished, by or on behalf of Borrower or any other person on a confidential basis in connection with this Agreement and the Loan Documents, but does not include any such information that (i) any rating agency in connection with rating is publicly available at the Borrower time of disclosure or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section 10.12 or (ii) was acquired or becomes available to the Administrative any Agent, any Lender, any L/C Issuer the Issuing Bank or any of their respective Affiliates Lender on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (of its direct or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Mediaindirect shareholders, the Borrower or any Subsidiary or any of their respective businessesemployees, other than any such information that is available to any Agentdirectors, any Lender Subsidiaries or Affiliates (including, without limitation, the Permitted Holders) or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower of their respective agents or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidentialrepresentatives. Any Person person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person person has exercised the same degree of care to maintain the confidentiality of such Information as such Person person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 3 contracts
Sources: Credit Agreement (Mattress Firm Holding Corp.), Credit Agreement (Mattress Firm Holding Corp.), Credit Agreement (Mattress Firm Holding Corp.)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed will agree to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have with jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee Eligible Assignee of or Participant in, or any prospective assignee Eligible Assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 2.13(c), it being understood that any such Eligible Assignee or Section 10.01 Participant will be informed of the confidential nature of such Information and will agree to keep such Information confidential, or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to without breach of any credit insurance provider relating duty of confidentiality known to the Loan Parties and their obligationsAdministrative Agent or such Lender. For purposes of this Section, “Information” means all information received from or on behalf of the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, the Administrative Agent or any Lender or any L/C Issuer on a nonconfidential non-confidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, Agent and the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrower or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 3 contracts
Sources: Credit Agreement (Fidelity National Financial, Inc.), Credit Agreement (Fidelity National Financial, Inc.), Credit Agreement (Fidelity National Financial, Inc.)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers Issuer agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) on a confidential and need-to-know basis to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives who need to know such information in connection with the transactions contemplated hereby (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed will be subject to keep such Information confidentialcustomary confidentiality obligations of professional practice or will agree (which agreement may be oral or pursuant to company policy) to be bound by the terms of this Section 10.07 (or language substantially similar to this Section 10.07), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority)Person, to the extent practicable permitted by law and not prohibited except where such disclosure is made in the course of routine audits or reviews by applicable lawregulatory or self-regulatory authorities, shall inform the Borrower promptly) or to inform you promptly thereof prior any Federal Reserve Bank or central bank in connection with a pledge or assignment pursuant to disclosureSection 10.06(f), (c) to the extent required pursuant to the order of any court or administrative agency or in any pending legal or administrative proceeding, or by applicable Laws laws (including for purposes of establishing a “due diligence” defense) or regulations or by any subpoena or similar legal processprocess (in which case such Person, to the extent permitted by law, shall inform the Borrower promptly), (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this SectionSection 10.07, to (i) any permitted assignee of or Participant in, or any prospective permitted assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (ih) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or Section, (ii) becomes available to the Administrative Agent, any Lender, any the L/C Issuer or any of their respective Affiliates on a basis that to its knowledge is nonconfidential basis from a source other than the Borrower or (jiii) is independently developed by such Person. In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and information about this Agreement to any credit insurance provider relating market data collectors, similar service providers to the Loan Parties lending industry and their obligations. For purposes service providers to the Agents and the Lenders in connection with the administration of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar MediaAgreement, the Borrower or any Subsidiary or any of their respective businesses, other than any Loan Documents and the Commitments; provided that such disclosure shall in no event include information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by beyond the Borrower or any Subsidiary, provided that, in the case scope of information received from publicly filed with the Borrower or any Subsidiary after SEC without the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each consent of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsBorrower.
Appears in 3 contracts
Sources: Revolving Credit Agreement (MSCI Inc.), Revolving Credit Agreement (MSCI Inc.), Revolving Credit Agreement (MSCI Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers Issuer and Lenders agrees to maintain maintain, and to cause its Affiliates (including any Related Parties) to maintain, the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), ; (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), ; (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, ; (d) to any other party hereto, ; (e) to the extent reasonably required, in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, ; (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 Agreement, or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction relating to obligations of the Loan Parties under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), Loan Documents; (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Company; or (ih) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative any Agent, any Lender, any the L/C Issuer Issuer, any Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower Company; provided, however, that to the extent permitted by applicable law or regulation, each of the Agents and Lenders agrees to notify the Company prior to (jif reasonably practicable) or concurrently with its disclosure of such information to any credit insurance provider relating third party pursuant to clauses (b), (c) and (f). In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and public information about this Agreement to market data collectors, similar service providers to the lending industry, and service providers to the Administrative Agent and the Lenders in connection with the administration and management of this Agreement, the other Loan Parties Documents, the Commitments, and their obligationsthe Credit Extensions. For the purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) Loan Party relating to Nexstar Media, the Borrower any Loan Party or any Subsidiary or any of their respective businessesits business, other than any such information that is available to any Agent, the L/C Issuer, or any Lender or any L/C Issuer of their respective Affiliates on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, Loan Party; provided that, in the case of any information received from the Borrower or any Subsidiary a Loan Party after the Closing Datedate hereof (other than in connection with Section 6.03, all of which is acknowledged to constitute “Information” regardless of any marking as confidential), such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, Agents and each of the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrowers or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal federal and state securities Laws.
Appears in 3 contracts
Sources: Credit Agreement (McKesson Corp), Credit Agreement (McKesson Corp), Credit Agreement (McKesson Corp)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) as may be reasonably necessary in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any Participant, assignee of or Participant intransferee (or its Related Parties) of, or any prospective Participant, assignee of or Participant intransferee (or its Related Parties) of, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower a Loan Party and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the members of its investment committee (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential) or (j) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsParties.
Appears in 3 contracts
Sources: Credit Agreement (Biocryst Pharmaceuticals Inc), Credit Agreement (Biocryst Pharmaceuticals Inc), Credit Agreement (Cti Biopharma Corp)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers Issuing Bank agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (in each case, other than to a Disqualified Institution)
(a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors, numbering, administration and settlement services provider and other representatives (it being understood that the Persons persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any Governmental Authority or regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent compelled by legal process in, or reasonably necessary to, the defense of such legal, judicial or administrative proceeding, in any legal, judicial or administrative proceeding or otherwise as required by applicable Laws or regulations or by any subpoena or similar legal processRequirements of Law, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, but only to the extent required in connection with such exercise or enforcement, (f) subject to an agreement containing provisions substantially the same as those of this SectionSection 10.12, to (i) any assignee of or Participant in, or any prospective assignee of or Participant (except, in each case, for the avoidance of doubt, for any Disqualified Institution) in, any of its rights or obligations under this Agreement and in connection with any pledge or any Eligible Assignee invited to be a Lender assignment made pursuant to Section 2.14 or Section 10.01 or 10.04(f), (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement obligations or payments hereunder (it being understood that iii) any rating agency for the DQ List may be disclosed purpose of obtaining a credit rating applicable to any assignee Credit Party or Participant, or prospective assignee or Participant, in reliance on this clause (f))to the credit facilities hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the prior consent of the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer the Issuing Bank or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower; provided that with respect to clauses (b) and (c) above, if the Administrative Agent, any Lender or the Issuing Bank receives a subpoena, interrogatory or other request (verbal or otherwise) for any Information, or believes that it is legally required to disclose any of the Information to a third party, it shall, in advance of such disclosure, to the extent legally permissible and unless such disclosure is made to regulatory or self-regulatory authorities in the course of routine audits and reviews, promptly provide to the Borrower written notice of any such request or requirement so that the Borrower or the applicable Credit Party (jor Subsidiary thereof) to any credit insurance provider relating to the Loan Parties and their obligationsmay seek a protective order or other remedy. For purposes of this Section, “Information” means all information received from the Borrower Holdings or any Subsidiary (or deemed of its Subsidiaries relating to have been received from the Borrower Holdings or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary of its Subsidiaries or any of their respective businesses, other than . Except with respect to disclosing any such information that is available Information to any AgentDisqualified Institution, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person person has exercised the same degree of care to maintain the confidentiality of such Information as such Person person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 3 contracts
Sources: Credit Agreement (Cvent Holding Corp.), Credit Agreement (Ping Identity Holding Corp.), Credit Agreement (Roaring Fork Holding, Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its and its Affiliates’ Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))Agreement, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrowers or (ih) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, Agent or any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligationsBorrowers. For purposes of this Section, “Information” means all information received from the Borrower Borrowers or any Subsidiary (or deemed Credit Party relating to have been received from the Borrower Borrowers or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary Credit Party or any of their respective businesses, other than any such information that is available to any Agent, the Administrative Agent or any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower Borrowers or any SubsidiaryCredit Party, provided that, in the case of information received from the Borrower Borrowers or any Subsidiary Credit Party after the Closing Datedate hereof, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, Agent and the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrowers or a Credit Party, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws. Notwithstanding anything to the contrary contained in this Section 10.07, each Credit Party consents to the publication by the Administrative Agent of any press releases, tombstones, advertising or other promotional materials (including, without limitation, via any Electronic Medium) relating to the financing transactions contemplated by this Agreement using such Credit Party’s name, product photographs, logo or trademark.
Appears in 2 contracts
Sources: Credit Agreement (PetIQ, Inc.), Credit Agreement (PetIQ, Inc.)
Treatment of Certain Information; Confidentiality. (a) Each of the Agents, Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below)Information, except that Information may be disclosed (a) to it, its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority or Governmental Authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, derivative Derivative, credit-linked note or other similar transaction under which payments are to be made by reference relating to the Borrower Borrowers and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))Obligations, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrowers or (ih) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Agent or any of their respective Affiliates Lender on a nonconfidential non- confidential basis from a source other than the Borrower or a Restricted Party.
(jb) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received in connection with this Agreement from the Borrower any Restricted Party relating to any Restricted Party or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary of its Subsidiaries or any of their respective businesses, other than any such information that is available to any Agent, the Agent or any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidentialnon-confidential basis. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each In addition, the Agent may disclose to any agency or organization that assigns standard identification numbers to loan facilities such basic information describing the Credit as is necessary to assign unique identifiers (and, if requested, supply a copy of this Agreement), it being understood that the Person to whom such disclosure is made will be informed of the Administrative Agent, confidential nature of such Information and instructed to make available to the Lenders and public only such Information as such Person normally makes available in the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any course of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use business of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Lawsassigning identification numbers.
Appears in 2 contracts
Sources: Credit Facility Agreement (HudBay Minerals Inc.), Credit Facility Agreement (HudBay Minerals Inc.)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, trustees, advisors and representatives on a need-to-know basis (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties Affiliates (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this SectionSection and which gives the Borrower the right to enforce such confidentiality provisions, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 2.14(b) or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any the L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsSubsidiaries.
Appears in 2 contracts
Sources: Credit Agreement (Republic Services, Inc.), Credit Agreement (Republic Services, Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory self‑regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligationsBorrower. For purposes of this Section, “Information” means all information received from any of the Holding Companies, the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) of the Nexstar Credit Agreement) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public non‑public information concerning Nexstar Media the Holding Companies, the Borrower and any of its Subsidiaries and Variable Interest EntitiesSubsidiaries, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public non‑public information and (c) it will handle such material non-public non‑public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 2 contracts
Sources: Credit Agreement (Nexstar Media Group, Inc.), Credit Agreement (Nexstar Media Group, Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, Arrangers and the Lenders and the L/C Issuers agrees that it will treat as confidential all information provided to maintain the confidentiality it hereunder or under any other Loan Document by or on behalf of the Information (as defined below)Borrower or any of its Subsidiaries or Affiliates, except that Information may be disclosed to the extent such information (a) to its Affiliates and to its Related Parties (it being understood that is publicly available or becomes publicly available other than by reason of disclosure by the Persons to whom such disclosure is made will be informed Agents, Arrangers or the Lenders, any of their respective affiliates or representatives in violation of this Agreement or the confidential nature of such Information and instructed to keep such Information confidential)other Loan Documents, (b) was received by the Agents, Arrangers and the Lenders from a source (other than the Borrower or any of its affiliates, advisors, members, directors, employees, agents or other representatives) not known by the Agents, Arrangers and the Lenders to be prohibited from disclosing such information to such Person by a legal, contractual or fiduciary obligation to the Borrower and (c) to the extent required that such information was already in the Agents’, Arrangers’ and the Lenders’ possession from a source other than the Borrower or requested any of its affiliates, advisors, members, directors, employees, agents or other representatives or is independently developed by any regulatory authority purporting to have jurisdiction over such Person without the use of or its Related Parties reference to any such confidential information; provided, however, that nothing herein will prevent the Agents, Arrangers and the Lenders from disclosing any such information (including information regarding Disqualified Institutions) (a) pursuant to the order of any self-regulatory authoritycourt or administrative agency or in any pending legal or administrative proceeding, such or otherwise as the National Association of Insurance Commissioners) required by applicable Law or compulsory legal process (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), inform the Borrower promptly thereof to the extent practicable and not prohibited by applicable law), to inform you promptly thereof prior to disclosure)(b) upon the request or demand of any regulatory authority or any self- regulatory authority having jurisdiction over such Person or any of its affiliates, (c) to the extent required such Person’s affiliates and their respective officers, directors, partners, members, employees, legal counsel, independent auditors and other experts or agents who need to know such information and on a confidential basis and who have been advised of their obligation to keep information of this type confidential or are bound by applicable Laws an agreement to keep information of this type confidential (with such Agent, Arranger or regulations or by any subpoena or similar legal processLender being responsible for such person’s compliance with this Section 10.07), (d) to potential and prospective Lenders, assignees, participants and any direct or indirect contractual counterparties to any Hedging Agreement relating to the Borrower or its obligations under this Agreement (other party heretothan Disqualified Institutions), in each case, subject to such recipient’s agreement (which agreement may be in writing or by “click through” agreement or other affirmative action on the part of the recipient to access such information and acknowledge its confidentiality obligations in respect thereof pursuant to customary syndication practice) to keep such information confidential on substantially the terms set forth in this Section 10.07, (e) to ratings agencies who have agreed to keep such information confidential on terms no less restrictive than this Section 10.07 in any material respect or otherwise on terms acceptable to the Borrower in connection with obtaining ratings of the Term Loans, (f) for purposes of establishing a “due diligence” defense, (g) on a confidential basis, to (i) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers with respect to the Loans and (ii) market data collectors, similar service providers to the lending industry and service providers to the Administrative Agent or the Collateral Agent in connection with the administration, settlement and management of this Agreement and the Loan Documents or (h) disclosures in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder. In addition, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lenderin consultation with the Borrower, any L/C Issuer may place the customary “tombstone” advertisement in publications of its choice at its expense; provided, that, no “tombstone” advertisement may be used or any submitted for publication without the prior written consent of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Sectionand, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Mediathereafter, the Borrower or any Subsidiary or any of their respective businessesAdministrative Agent may, other than from time to time, publish such information until such time that the Company shall have requested in writing that the Arrangers cease any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential informationfurther publication. Each of the Administrative AgentAgents, the Lenders Arrangers and the L/C Issuers Lenders acknowledges that (a) the Information information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrower or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-non- public information and (c) it will handle such material non-public information in accordance with applicable LawLaws, including United States Federal and state securities Lawslaws.
Appears in 2 contracts
Sources: Credit Agreement (Contura Energy, Inc.), Credit Agreement (Contura Energy, Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners), (c) (in which case to the extent required by applicable laws or regulations or by any subpoena or similar legal process; provided that such Person agrees disclosing such Information shall, to the extent practical, provide the Loan Parties with advance notice of such disclosure to the extent not prohibited by law or regulation (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 2.12 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the written consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) Borrower. In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and information about this Agreement to any credit insurance provider relating market data collectors, similar service providers to the lending industry and service providers to the Administrative Agent and the Lenders in connection with the administration of this Agreement, the other Loan Parties Documents, and their obligationsthe Commitments. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, the Administrative Agent or any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Datedate hereof, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, Agent and the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrower or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-non- public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 2 contracts
Sources: Term Loan Agreement (Tanger Properties LTD Partnership /Nc/), Term Loan Agreement (Tanger Properties LTD Partnership /Nc/)
Treatment of Certain Information; Confidentiality. Each of the Agents, Agents and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below)Information, except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), ; (b) to the extent requested or required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), it; (c) to the extent required by applicable Laws Law or regulations or by any subpoena or similar legal process, ; (d) to any other party hereto, to this Agreement; (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any suit, action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder (including any actual or thereunder, prospective purchaser of Collateral); (f) subject to an agreement containing provisions substantially the same as those of this SectionSection 11.18, to (i) any assignee Eligible Assignee of or Participant in, or any prospective assignee Eligible Assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or Agreement, (ii) any actual direct or indirect contractual counterparty or prospective party counterparty (or its Related Partiessuch contractual counterparty’s or prospective counterparty’s professional advisor) to any swap, credit derivative or other transaction under which payments are to be made by reference relating to the Borrower Obligations or (iii) any Person (and any of its obligationsofficers, this Agreement directors, employees, agents or payments hereunder (it being understood advisors) that the DQ List may enter into or support, directly or indirectly, or that may be disclosed to any assignee considering entering into or Participantsupporting, directly or indirectly, either (A) contractual arrangements with such Agent or Lender, or prospective assignee or Participantany Affiliates thereof, in reliance on this clause (f)), (g) on a confidential basis pursuant to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau which all or any similar agency in connection with portion of the issuance and monitoring of CUSIP numbers risks, rights, benefits or other market identifiers obligations under or with respect to any Loan or Financing Document is transferred to such Person or (B) an actual or proposed securitization or collateralization of, or similar transaction relating to, all or a part of any amounts payable to or for the credit facilities provided hereunder, benefit of any Lender under any Financing Document (hincluding any rating agency); (g) with the consent of the any Borrower, ; (ih) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section 11.18 or (ii) becomes available to the Administrative any Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower Borrowers; (i) to any state, federal or foreign authority or examiner (including the National Association of Insurance Commissioners or any other similar organization) regulating any Lender; or (j) to any credit insurance provider rating agency when required by it (it being understood that, prior to any such disclosure, such rating agency shall undertake to preserve the confidentiality of any Information relating to the Loan Parties Borrowers received by it from such Lender). In addition, any Agent and their obligationsthe Lenders may disclose the existence of this Agreement and information about this Agreement to market data collectors, similar service providers to the lending industry, and service providers to the Agents and the Lenders in connection with the administration and management of this Agreement, the other Financing Documents, the Commitments, and the Funding. For the purposes of this SectionSection 11.18, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such written information that is available any Borrower furnishes to any Agent, any Agent or Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified Date (and designated at the time of delivery thereof in writing as confidential) pursuant to or in connection with any Financing Document, relating to the assets and business of such Borrower, but does not include any such information that (i) is or becomes generally available to the public other than as a result of a breach by such Agent or Lender of its obligations hereunder, (ii) is or becomes available to such Agent or Lender from a source other than the Borrowers that is not, to the knowledge of such Agent or Lender, acting in violation of a confidentiality obligation with such Borrower or (iii) is independently compiled by any Agent or Lender, as evidenced by their records, without the use of the Information. Any Person required to maintain the confidentiality of Information as provided in this Section 11.18 shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 2 contracts
Sources: Credit Agreement (Pacific Ethanol, Inc.), Credit Agreement (Pacific Ethanol, Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with h)with the consent of the Borrower, Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligationsBorrower. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Mediathe Intermediate Parent, the Ultimate Parent, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Datedate hereof, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrower or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 2 contracts
Sources: Credit Agreement (Mission Broadcasting Inc), Credit Agreement (Nexstar Broadcasting Group Inc)
Treatment of Certain Information; Confidentiality. (1) Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to it, its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 and the other Loan Documents, if applicable, or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, derivative derivative, credit-linked note or other similar transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (ih) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates Lender on a nonconfidential non-confidential basis from a source other than the Borrower or Borrower.
(j2) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received in connection with this Agreement from the Borrower relating to the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary of its Subsidiaries or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential non-confidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidentialreceipt. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative AgentIn addition, the Lenders may disclose to any agency or organization that assigns standard identification numbers to loan facilities such basic information describing the facilities provided hereunder as is necessary to assign unique identifiers (and, if requested, supply a copy of this Agreement), it being understood that the Person to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to make available to the L/C Issuers acknowledges that (a) public only such Information as such person normally makes available in the Information may include material non-public information concerning Nexstar Media and any course of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use business of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Lawsassigning identification numbers.
Appears in 2 contracts
Sources: Credit Agreement (Manulife Financial Corp), Credit Agreement (Manulife Financial Corp)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with h)with the consent of the Borrower, Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligationsBorrower. For purposes of this Section, “"Information” " means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Mediathe Intermediate Parent, the Ultimate Parent, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Datedate hereof, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrower or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 2 contracts
Sources: Credit Agreement (Nexstar Broadcasting Group Inc), Credit Agreement (Nexstar Broadcasting Group Inc)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners), (c) (in which case to the extent required by applicable laws or regulations or by any subpoena or similar legal process; provided that such Person agrees disclosing such Information shall, to the extent practical, provide the Loan Parties with advance notice of such disclosure to the extent not prohibited by law or regulation (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 2.12 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the written consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) Borrower. In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and information about this Agreement to any credit insurance provider relating market data collectors, similar service providers to the Loan Parties lending industry and their obligations. For purposes service providers to the Administrative Agent and the Lenders in connection with the administration of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar MediaAgreement, the Borrower or any Subsidiary or any of their respective businessesother Loan Documents, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsCommitments.
Appears in 2 contracts
Sources: Term Loan Agreement (Tanger Properties LTD Partnership /Nc/), Term Loan Agreement (Tanger Properties LTD Partnership /Nc/)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers Issuing Lender agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its and its Affiliates’ respective Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) subject to the extent required or requested by any regulatory authority purporting an agreement to have jurisdiction over such Person or its Related Parties (including any self-regulatory authoritycomply with this Section, such as to the National Association of Insurance Commissioners) (Commissioners or any similar organization or any nationally recognized rating agency that requires access to information about a Lender’s investment portfolio in which case such Person agrees (except connection with ratings issued with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure)such Lender, (c) to the extent required by applicable Laws requested or regulations or demanded by any subpoena Governmental Authority or similar legal processin connection with any pledge or assignment permitted by Section 10.6(f), (d) in response to any order of any court or other Governmental Authority or as may be required pursuant to any Requirement of Law, (e) to any other party hereto, (ef) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (fg) subject to an agreement containing provisions substantially the same as those of to comply with this SectionSection 10.15, to (i1) any assignee Assignee of or Participant in, or any prospective assignee Assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii2) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its Subsidiaries and their obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the express written consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer the Issuing Lender or any of their respective Affiliates on a nonconfidential basis (other than through a breach of a binding confidentiality agreement) from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsSubsidiaries.
Appears in 2 contracts
Sources: Credit Agreement (National Financial Partners Corp), Credit Agreement (National Financial Partners Corp)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 10.13 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or of other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (iA) becomes publicly available other than as a result of a breach of this Section or (iiB) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsBorrower.
Appears in 2 contracts
Sources: Term Loan Credit Agreement (Nn Inc), Term Loan Credit Agreement (Nn Inc)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates Affiliates, its auditors and to its and its Affiliates’ Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be become a Lender pursuant to Section 2.14 or Section 10.01 an Incremental Term Facility or (ii) any actual or prospective party counterparty (or its Related Parties) to any swap, swap or derivative or other transaction under which payments are relating to be made by reference to the Borrower a Loan Party and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower any Loan Party or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) Borrower. In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and information about this Agreement to any credit insurance provider relating market data collectors, similar service providers to the Loan Parties lending industry and their obligations. For purposes service providers to the Administrative Agent and the Lenders in connection with the administration of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar MediaAgreement, the Borrower or any Subsidiary or any of their respective businessesother Loan Documents, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsCommitments.
Appears in 2 contracts
Sources: Amendment No. 1 to Credit Agreement (Caci International Inc /De/), Credit Agreement (Caci International Inc /De/)
Treatment of Certain Information; Confidentiality. (1) Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to it, its Affiliates and to its Related Parties and its Affiliates' respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, derivative derivative, credit-linked note or other similar transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (ih) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Agent or any of their respective Affiliates Lender on a nonconfidential non-confidential basis from a source other than the Borrower or an Obligor.
(j2) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “"Information” " means all information received in connection with this Agreement from the Borrower any Obligor relating to any Obligor or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary of its Subsidiaries or any of their respective businesses, other than any such information that is available to any Agent, the Administrative Agent or any Lender or any L/C Issuer on a nonconfidential non-confidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidentialreceipt. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each In addition, the Administrative Agent may disclose to any agency or organization that assigns standard identification numbers to loan facilities such basic information describing the facilities provided hereunder as is necessary to assign unique identifiers (and, if requested, supply a copy of this Agreement), it being understood that the Person to whom such disclosure is made will be informed of the Administrative Agent, confidential nature of such Information and instructed to make available to the Lenders and public only such Information as such Person normally makes available in the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any course of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use business of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Lawsassigning identification numbers.
Appears in 2 contracts
Sources: Credit Agreement (Tilray, Inc.), Loan Agreement (Aphria Inc.)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Swingline Lender, the Lenders and the L/C Issuers Issuing Lenders agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory or similar authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Applicable Laws or regulations or by any subpoena or similar legal processprocess (in which case such Person shall (i) promptly notify the Borrower in advance of such disclosure, to the extent permitted by law, and (ii) so furnish only that portion of such information which the applicable Person is legally required to disclose), (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder under this Agreement or under any other Loan Document Document, or any action or proceeding relating to this Agreement or any other Loan Document Document, or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 Agreement, or (ii) any actual or prospective party (or its Related Partiespartners, directors, officers, employees, agents, trustees, administrators, managers, advisors and representatives) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), hereunder; (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder Credit Facility or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, Credit Facility; (h) with the prior written consent of the Borrower (which such consent shall be given in the Borrower, ’s sole discretion) and (ij) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer Issuing Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower Borrower, any other Credit Party or (j) to any credit insurance provider relating to the Loan Parties and of their obligationsrespective Affiliates. For purposes of this Section, “Information” means all information received from the Borrower any Credit Party or any Subsidiary (or deemed thereof relating to have been received from the Borrower any Credit Party or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary of their respective Affiliates thereof or any of their respective businesses, other than any such information that is available to any the Administrative Agent, the Swingline Lender, any Lender or any L/C Issuer Issuing Lender on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower Credit Party or any Subsidiary after the Closing Datethereof or any of their respective Affiliates but excluding any Information from a source which, to such information is clearly identified at the time Person’s knowledge, has been disclosed by such source in violation of delivery as confidentiala duty of confidentiality to any Credit Party or any Subsidiary thereof or any of their respective Affiliates. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 2 contracts
Sources: Credit Agreement (CST Brands, Inc.), Credit Agreement (CST Brands, Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below)) and not to disclose such information, except that Information may be disclosed disclosed: (ai) to its Affiliates and to it and its Related Parties Affiliates’ respective partners, directors, officers, employees, agents, trustees, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), ; (bii) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case the Administrative Agent or such Person agrees (except with respect Lender, as applicable, shall notify the Borrower prior to such disclosure, in any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority)case, to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), legally permissible; (ciii) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, ; (div) to any other party hereto, ; (ev) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, ; (fvi) subject to an agreement containing provisions substantially the same at least as restrictive as those of this Section, to (iA) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 2.14(c) or (iiB) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder ; (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (hvii) with the consent of the Borrower, ; or (iviii) to the extent such Information (iA) becomes publicly available other than as a result of a breach of this Section or (iiB) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsBorrower.
Appears in 2 contracts
Sources: Second Lien Credit Agreement (Royal Resources Partners LP), Second Lien Credit Agreement (Royal Resources Partners LP)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders Agent and the L/C Issuers Purchasers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) as may be reasonably necessary in connection with the exercise of any remedies hereunder or under any other Loan Note Document or any action or proceeding relating to this Agreement or any other Loan Note Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any Participant, assignee of or Participant intransferee (or its Related Parties) of, or any prospective Participant, assignee of or Participant intransferee (or its Related Parties) of, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower a Note Party and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower Issuer or its their Subsidiaries or the credit facilities provided hereunder Notes or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunderNotes, (h) with the consent of the BorrowerIssuer, (i) to the members of its investment committee (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (j) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Purchaser or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower Note Parties, (k) for purposes of establishing any defense available under securities laws, including, without limitation, establishing a “due diligence” defense or (jl) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Sectionextent independently developed by such the Agent, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary Purchaser or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer Affiliates without reliance on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsInformation.
Appears in 2 contracts
Sources: Note Purchase Agreement (Terran Orbital Corp), Note Purchase Agreement (Tailwind Two Acquisition Corp.)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Revolving Administrative Agent, the Collateral Agent, and the Lenders and the L/C Issuers Issuing Bank agrees to maintain the confidentiality of the Information (as defined below)) and to use the Information solely for the purpose of providing the services which are the subject of this Agreement, except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective directors, officers, employees, agents, advisors, sub-advisors, current and prospective funding sources and other representatives (collectively, “Representatives”), and existing and prospective investors in any Approved Fund (it being understood that the Persons person to whom such disclosure is being made will be informed of the confidential nature of such the Information and instructed to keep such Information information confidential) (provided that no such disclosure shall be made by Blackstone, any Blackstone Designee or any of its or their respective Representatives to any Affiliates that are engaged as principals primarily in private equity or venture capital (other than a limited number of employees who are required, in accordance with industry regulations or Blackstone’s or such Blackstone Designee’s internal policies and procedures to act in a supervisory capacity and the internal legal, compliance, risk management, credit or investment committee members of Blackstone or any Blackstone Designee), ; (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), ; (c) to the extent required by applicable Laws or regulations Requirements of Law or by any subpoena or similar legal processprocess (in which case such Agent, Issuing Bank or Lender agrees to inform you promptly thereof so long as lawfully permitted to do so and except in connection with any order or request as part of a regulatory examination or audit); (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, ; (fe) subject to an agreement containing provisions substantially the same as those of this SectionSection 10.12, to (i) any assignee of or Participant in, or any prospective assignee of or Participant inin (other than any Disqualified Lenders), any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or Agreement, (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.DOCPROPERTY DOCXDOCID DMS=IManage Format=<<NUM>>_<<VER>> \* MERGEFORMAT 165714159_1
Appears in 2 contracts
Sources: Credit Agreement (Loar Holdings Inc.), Credit Agreement (Loar Holdings Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or of other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsBorrower.
Appears in 2 contracts
Sources: Second Lien Credit Agreement (Nn Inc), Term Loan Credit Agreement (Nn Inc)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and other representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any Governmental Authority or regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), ; provided that to the extent practicable and not prohibited permitted by applicable law, the party requested to inform you promptly thereof disclose the Information will provide prompt written notice of such request to Borrower, will allow Borrower a reasonable opportunity to seek appropriate protective measures prior to disclosure), and will disclose the minimum amount of Information required by law, (c) to the extent required by applicable Laws or regulations Requirements of Law or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this SectionSection 10.12, to (i) any assignee of or Participant in, or any bona fide prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or Agreement, (ii) any actual or bona fide prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are relating to be made by reference to the Borrower and its obligations, this Agreement obligations or payments hereunder (it being understood that iii) any rating agency for the DQ List may be disclosed purpose of obtaining a credit rating applicable to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))Lender, (g) on a confidential basis to (i) any rating agency in connection with rating the prior consent of Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 2 contracts
Sources: Senior Secured Credit Agreement (Lifetime Brands, Inc), Senior Secured Credit Agreement (Lifetime Brands, Inc)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below)) and not to disclose such information, except that Information may be disclosed disclosed: (ai) to its Affiliates and to it and its Related Parties Affiliates’ respective partners, directors, officers, employees, agents, trustees, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), ; (bii) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-self- regulatory authority, such as the National Association of Insurance Commissioners) (in which case the Administrative Agent or such Person agrees (except with respect Lender, as applicable, shall notify the Borrower prior to such disclosure, in any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority)case, to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), legally permissible; (ciii) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, ; (div) to any other party hereto, ; (ev) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, ; (fvi) subject to an agreement containing provisions substantially the same at least as restrictive as those of this Section, to (iA) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 2.14(c) or (iiB) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder ; (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (hvii) with the consent of the Borrower, ; or (iviii) to the extent such Information (iA) becomes publicly available other than as a result of a breach of this Section or (iiB) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsBorrower.
Appears in 2 contracts
Sources: First Lien Credit Agreement (Royal Resources Partners LP), First Lien Credit Agreement (Royal Resources Partners LP)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders Class Investors and the L/C Issuers Class Agents agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) solely in respect of Information relating to the Collection Agent’s servicing hereunder and the Receivables (including information relating to defaults, delinquencies, collection, payment and/or liquidation rates and concentrations), to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) among the Administrative Agent and the Bank Investors only, and in respect of Information relating to the Collection Agent’s servicing hereunder and the Receivables (including information relating to defaults, delinquencies, collection, payment and/or liquidation rates and concentrations), to any other party hereto, (e) solely in respect of Information relating to the Collection Agent’s servicing hereunder and the Receivables (including information relating to defaults, delinquencies, collection, payment and/or liquidation rates and concentrations), in connection with the exercise of any remedies hereunder or under any other Loan Transaction Document or any action or proceeding relating to this Agreement or any other Loan Transaction Document or the enforcement of rights hereunder or thereunder, (f) solely in respect of Information relating to the Collection Agent’s servicing hereunder and the Receivables (including information relating to defaults, delinquencies, collection, payment and/or liquidation rates and concentrations), subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant participant in, or any prospective assignee of or Participant participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual potential Bank Investor, any related commercial paper issuer that finances a Class Conduit, any related Liquidity Provider or prospective party (or its Related Parties) any related Credit Support Provider in relation to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))Agreement, (g) on a confidential basis solely in respect of Information relating to the Collection Agent’s servicing hereunder and the Receivables (i) including information relating to defaults, delinquencies, collection, payment and/or liquidation rates and concentrations), to any nationally recognized rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunderClass Conduit’s Commercial Paper, (h) with the consent of the Borrower, Collection Agent or the Transferor or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any LenderClass Investor, any L/C Issuer Class Agent or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower Collection Agent or (j) to any credit insurance provider relating to the Loan Parties and their obligationsTransferor. For purposes of this Section, “Information” means all information received from the Borrower Collection Agent or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) Transferor relating to Nexstar Media, the Borrower Collection Agent or any Subsidiary the Transferor or any of their respective businesses, other than any such information that is available to any the Administrative Agent, any Lender Class Investor or any L/C Issuer Class Agent on a nonconfidential basis prior to disclosure by the Borrower Collection Agent or any Subsidiarythe Transferor, provided that, in the case of information received from the Borrower Collection Agent or any Subsidiary the Transferor after the Closing Datedate of Amendment Number 10 to this Agreement, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders Class Investors and the L/C Issuers Class Agents acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Collection Agent or the Transferor, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 2 contracts
Sources: Transfer and Administration Agreement (Tech Data Corp), Transfer and Administration Agreement (Tech Data Corp)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers Credit Party party to any Loan Document agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process; provided that any Person that discloses any Information pursuant to this clause (c) shall notify the Borrower in advance of such disclosure (if permitted by Law) or shall provide the Borrower with prompt written notice of such disclosure (if permitted by Law), (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 2.17 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating unless such disclosure is known to the Loan Parties and their obligations. For purposes of this SectionAgent, “Information” means all information received from the Borrower Lender or any Subsidiary (or deemed Affiliate to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(dviolated a confidentiality obligation)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of of, and shall not disclose to any Person, the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors, auditors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed shall either (i) be bound pursuant to written agreement, policy, procedure, or other ethical, fiduciary or other responsibility to keep such Information confidential, or (ii) agree to treat the Information as confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (), in which case such Person agrees (agrees, except with respect to any audit or examination conducted by bank accountants or any governmental bank regulatory authority exercising examination or regulatory authority), to the extent reasonably practicable and not prohibited by applicable law, rule, regulation or order, to inform you the Borrower promptly thereof prior to disclosure)of the disclosure thereof, (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, in which case such Person agrees to the extent not prohibited by applicable law, rule, regulation or order, to inform the Borrower promptly of the disclosure thereof, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) with the consent of the Borrower, any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower (or (jthe Borrower’s representatives) that is not, to any credit insurance provider relating such Person’s knowledge, subject to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from confidentiality or fiduciary obligations owing to the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsBorrower’s Subsidiaries.
Appears in 1 contract
Sources: Credit Agreement (Adobe Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) The Borrower acknowledges that from time to time financial advisory, investment banking and other services may be offered or provided to the Borrower or one or more of its Affiliates Subsidiaries (in connection with this Agreement or otherwise) by any Lender, or by one or more Subsidiaries or affiliates of such Lender and the Borrower hereby authorizes each Lender to share any information delivered to such Lender by the Borrower and its Related Parties (Subsidiaries pursuant to this Agreement, or in connection with the decision of such Lender to enter into this Agreement, to any such Subsidiary or affiliate, it being understood that any such Subsidiary or affiliate receiving such information shall be bound by the Persons to whom such disclosure is made will be informed provisions of the confidential nature of such Information and instructed to keep such Information confidential), clause (b) below as if it were a Lender hereunder. Such authorization shall survive the repayment of the Loans, the expiration of the Letters of Credit and the termination of the Commitments.
(b) Each Lender and the Agent agrees (on behalf of itself and each of its affiliates, directors, officers, employees and representatives) to use reasonable precautions to keep confidential, in accordance with their customary procedures for handling confidential information of the same nature and in accordance with safe and sound banking practices, any non-public information supplied to it by the Borrower pursuant to this Agreement that is identified by the Borrower as being confidential at the time the same is delivered to the extent required Lenders or requested by the Agent, provided that nothing herein shall limit the disclosure of any regulatory authority purporting to have jurisdiction over such Person or its Related Parties information (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (ci) to the extent required by applicable Laws statute, rule, regulation or regulations or by any subpoena or similar legal judicial process, (dii) to counsel for any of the Lenders or the Agent, (iii) to bank examiners or other regulatory authorities, auditors or accountants, (iv) to the Agent or any other party heretoLender, (ev) in connection with any litigation to which any one or more of the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document Lenders or the enforcement of rights hereunder or thereunderAgent is a party, (fvi) subject to an agreement containing provisions substantially the same a subsidiary or affiliate of such Lender as those of this Section, to provided in clause (ia) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 above or (iivii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, participant (or prospective assignee or Participant, in reliance on this clause (f)participant), (g) on a confidential basis to (i) any rating agency and provided further that in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, no event shall any Lender or the Agent be obligated or required to return any L/C Issuer on a nonconfidential basis prior to disclosure materials furnished by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsBorrower.
Appears in 1 contract
Sources: Credit Agreement (Friendship Cable of Arkansas Inc)
Treatment of Certain Information; Confidentiality. (a) The Borrower acknowledges that (i) from time to time financial advisory, investment banking and other services may be offered or provided to it (in connection with this Agreement or otherwise) by each Lender or by one or more subsidiaries or affiliates of such Lender and (ii) information delivered to each Lender by any Credit Party may be provided to each such subsidiary and affiliate, it being understood that any such subsidiary or affiliate receiving such information shall agree with the relevant Lender to be bound by the provisions of Section 12.18(b) as if it were a Lender under this Agreement.
(b) Each of the AgentsLenders hereby agrees (on behalf of itself and each of its Affiliates and to its and its Affiliates’ respective shareholders, members, partners, directors, officers, employees, agents, advisors, auditors, service providers, and representatives) to keep confidential, in accordance with its customary procedures for handling confidential information of this nature and in accordance with safe and sound banking practices, any information supplied to it by or on behalf of any Credit Party in connection with the Finance Documents; provided, that nothing in this Agreement shall limit the disclosure of any such information (i) to the extent requested by any regulatory authority or required by any applicable Government Rule or judicial process, (ii) to counsel for any of the Lenders and or any Agent, so long as counsel to such parties agrees, with the L/C Issuers agrees relevant Lenders before receiving such information, to maintain the confidentiality of the Information (information as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidentialprovided in this Section 12.18(b), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (diii) to any other party hereto, direct or indirect provider of credit protection to any Lender (e) in connection so long as each such provider agrees with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any relevant Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Sectionbefore receiving such information, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information the information as provided in this Section shall be considered 12.18(b)) or any bank examiners, rating agencies, auditors or accountants, (iv) to have complied any Agent or any other Lender (or any subsidiary or affiliate of any Lender referred to in Section 12.18(a)), (v) after notice to any Credit Party (to the extent such prior notice is legally permitted), in connection with its obligation any litigation to do which any one or more of the Lenders or any Agent is a party and pursuant to which such Lender or any Agent has been compelled or required to disclose such information upon the advice of counsel to such Lender or Agent, (vi) to any experts engaged by any Agent or any Lender in connection with this Agreement and the transactions contemplated by this Agreement and the other Finance Documents, so if long as such Person has exercised parties agree with the same degree of care relevant Lender, before receiving such information, to maintain the confidentiality of such Information the information as such Person would accord to its own confidential information. Each of the Administrative Agentprovided in this Section 12.18(b), the Lenders 85 Credit and the L/C Issuers acknowledges that Guaranty Agreement (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.NextDecade LNG)
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the BorrowerBorrower or, (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory self‑regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory self‑regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.any
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed will agree to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have with jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee Eligible Assignee of or Participant in, or any prospective assignee Eligible Assignee of or Participant in, any of its rights or and obligations under this Agreement or Agreement, it being understood that any such Eligible Assignee invited or Participant will be informed of the confidential nature of such Information and will agree to be a Lender pursuant to Section 2.14 or Section 10.01 keep such Information confidential, or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to without breach of any credit insurance provider relating duty of confidentiality known to the Loan Parties and their obligationsAdministrative Agent or such Lender. For purposes of this Section, “Information” means all information received from or on behalf of the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, the Administrative Agent or any Lender or any L/C Issuer on a nonconfidential non-confidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, Agent and the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrower or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Sources: Term Loan Credit Agreement (Fidelity National Financial, Inc.)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its, and its Related Parties Affiliates', partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidentialconfidential and that the Administrative Agent, the Lender or the L/C Issuer disclosing such Information to such Affiliate or its or its Affiliates' partners, directors, officers, employees, agents, advisors and representatives shall remain responsible for compliance by such Affiliate or its or such Affiliate's partners, directors, officers, employees, agents, advisors and representatives with the confidentiality obligations described in this Section 10.07), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process; provided that the Person that discloses any Information pursuant to this clause (c) shall notify the Borrower in advance of such disclosure (if permitted by applicable Law) or shall provide the Borrower with prompt written notice of such disclosure, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 2.14(c) or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the written consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) not known by such source to be in breach of any credit insurance provider relating duty of confidentiality with respect to the Loan Parties and their obligationssuch Information. For purposes of this Section, “"Information” " means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any the Administrative Agent, any Lender or any L/C Issuer on a nonconfidential basis (and not as a result of a breach of a duty of confidentiality owed by such Person to the Borrower with respect to such Information) prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Datedate hereof, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrower or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers The T5 Intercreditor Agent agrees to maintain the confidentiality of the Information (as defined below)Information, except that Information may be disclosed disclosed:
(a) to its Affiliates (including branches) and to its Related Parties and its Affiliates’ respective directors, officers, employees, agents, advisors, auditors, service providers and representatives (it being understood provided, that the Persons to whom such disclosure is made will be informed prior to disclosure of the confidential nature of such Information and instructed to keep such Information confidential), ;
(b) to the extent requested or required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), it;
(c) to the extent required by applicable Laws Government Rule or regulations or by any subpoena or similar legal processprocess (in which case the T5 Intercreditor Agent agrees, to the extent practicable, to use reasonable efforts to notify the Borrower prior to disclosure);
(d) to any other party hereto, to this Agreement;
(e) in connection with the exercise of any remedies hereunder hereunder, under any Senior Secured Debt Instrument, or under any other Loan T5 Collateral Document or any suit, action or proceeding relating to this Agreement hereto or any other Loan Document thereto or the enforcement of rights hereunder or thereunder, thereunder (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) including any actual or prospective party purchaser of Collateral);
(or its Related Partiesf) to any swap, derivative or other transaction Persons permitted under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that terms of the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, Senior Secured Debt Instruments in reliance on this clause (f)), accordance with the terms thereof;
(g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the BorrowerBorrower (not to be unreasonably withheld, conditioned or delayed);
(h) to any state, federal or foreign authority or examiner (including the National Association of Insurance Commissioners or any other similar organization) regulating the T5 Intercreditor Agent or any of its Affiliates;
(i) to any rating agency when required by it (it being understood that prior to any such disclosure, such rating agency shall undertake to preserve the extent confidentiality of any Information relating to the Borrower received by it from the T5 Intercreditor Agent); or
(j) to any party providing (and any brokers arranging) any insurance or reinsurance or other direct or indirect credit protection (including credit default swaps) with respect to its Senior Secured Debt.
(k) For the purposes of this Section 8.16, “Information” means written information that is furnished by or on behalf of the Borrower, the Pledgor, the Equity Owners, or any of their respective Affiliates to the T5 Intercreditor Agent pursuant to or in connection with any T5 Financing Document, relating to the assets and business of the Borrower, the Pledgor, the Equity Owners, the RG Facility Entities, or any of their Affiliates but does not include any such Information information that (i) is or becomes publicly generally available to the public other than as a result of a breach by the T5 Intercreditor Agent of this Section or its obligations hereunder, (ii) is or becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis T5 Intercreditor Agent from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businessesits Affiliates, other than any such information that or (iii) is available to any independently compiled by the T5 Intercreditor Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure as evidenced by their records, without the Borrower or any Subsidiary, provided that, in use of the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidentialInformation. Any Person required to maintain the confidentiality of Information as provided in this Section 8.16 shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) including but not limited to marking the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information with applicable confidentiality designations in accordance with applicable Law, including United States Federal and state securities LawsGovernment Rules or regulations prior to release.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers Issuing Bank agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (in each case, other than to a Disqualified Institution)
(a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors, numbering, administration and settlement services provider and other representatives (it being understood that the Persons persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any Governmental Authority or regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent compelled by legal process in, or reasonably necessary to, the defense of such legal, judicial or administrative proceeding, in any legal, judicial or administrative proceeding or otherwise as required by applicable Laws or regulations or by any subpoena or similar legal processRequirements of Law, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, but only to the extent required in connection with such exercise or enforcement, (f) subject to an agreement containing provisions substantially the same as those of this SectionSection 10,12, to (i) any assignee of or Participant in, or any prospective assignee of or Participant (except, in each case, for the avoidance of doubt, for any Disqualified Institution) in, any of its rights or obligations under this Agreement and in connection with any pledge or any Eligible Assignee invited to be a Lender assignment made pursuant to Section 2.14 or Section 10.01 or 10.04(f), (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement obligations or payments hereunder (it being understood that iii) any rating agency for the DQ List may be disclosed purpose of obtaining a credit rating applicable to any assignee Credit Party or Participant, or prospective assignee or Participant, in reliance on this clause (f))to the credit facilities hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the prior consent of the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer the Issuing Bank or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower; provided that with respect to clauses (b) and (c) above, if the Administrative Agent, any Lender or the Issuing Bank receives a subpoena, interrogatory or other request (verbal or otherwise) for any Information, or believes that it is legally required to disclose any of the Information to a third party, it shall, in advance of such disclosure, to the extent legally permissible and unless such disclosure is made to regulatory or self-regulatory authorities in the course of routine audits and reviews, promptly provide to the Borrower written notice of any such request or requirement so that the Borrower or the applicable Credit Party (jor Subsidiary thereof) to any credit insurance provider relating to the Loan Parties and their obligationsmay seek a protective order or other remedy. For purposes of this Section, “Information” means all information received from the Borrower Holdings or any Subsidiary (or deemed of its Subsidiaries relating to have been received from the Borrower Holdings or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary of its Subsidiaries or any of their respective businesses, other than . Except with respect to disclosing any such information that is available Information to any AgentDisqualified Institution, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person person has exercised the same degree of care to maintain the confidentiality of such Information as such Person person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Sources: Credit Agreement (Dragoneer Growth Opportunities Corp. II)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligationsBorrower. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, trustees, advisors and representatives (it being understood that (i) the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep treat such Information confidentialwith the same degree of care as they treat their own confidential information and (ii) such Information shall be used solely for the purpose of providing the services contemplated by this Agreement or other services to the Borrower or its Affiliates), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement (or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or 2.16), (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement Agreement, or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participanthereunder, or prospective assignee or Participant, in reliance on this clause (f))iii) insurance providers and insurance brokers, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, or (ih) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligationsBorrower. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, the Administrative Agent or any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, Agent and the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrower or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-non- public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws. In addition, the Administrative Agent and the Lenders may disclose to market data collectors, similar service providers to the lending industry and service providers to the Administrative Agent and the Lenders in connection with the administration of this Agreement and the other Loan Documents the existence of this Agreement and information about this Agreement consisting of deal terms and other information customarily provided to such market data collectors and service providers. For the avoidance of doubt, nothing herein prohibits the Borrower or any of its Related Parties from communicating or disclosing information regarding suspected violations of laws, rules, or regulations to a governmental, regulatory, or self-regulatory authority without any notification to any Person.
Appears in 1 contract
Sources: Revolving Credit Agreement (TJX Companies Inc /De/)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (fthereunder(f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 2.12 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the written consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) Borrower. In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and information about this Agreement to any credit insurance provider relating market data collectors, similar service providers to the Loan Parties lending industry and their obligations. For purposes service providers to the Administrative Agent and the Lenders in connection with the administration of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar MediaAgreement, the Borrower or any Subsidiary or any of their respective businessesother Loan Documents, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsCommitments.
Appears in 1 contract
Sources: Term Loan Agreement (Tanger Properties LTD Partnership /Nc/)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders Agent and the L/C Issuers each Lender agrees to use commercially reasonable efforts to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its fund investors or shareholders (as potential investors and shareholders), and to its lenders, funding or financing sources (it being understood that the Persons to whom such disclosure is made will be are informed of the confidential nature of such Information and instructed to keep such Information confidential), ; (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), Parties; (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, upon the request or demand of any Governmental Authority, in response to any order of any court or other Governmental Authority or as may otherwise be required pursuant to any Requirement of Law or if requested or required to do so in connection with any litigation or similar proceeding (provided that such party will use commercially reasonable efforts to give Borrower prior notice to the extent not prohibited); (d) to any other party hereto, ; (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, ; (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries a Loan Party or the credit facilities provided hereunder or Obligations; (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (hg) with the consent of Borrower; (h) to any Person to whom a Lender offers or proposes to offer to sell, assign or transfer the BorrowerTerm Loan, the Term Loan Commitment or any part thereof or any interest or participation therein (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential) or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section Section, or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer a Lender or any of their respective its Affiliates on a nonconfidential non-confidential basis from a source other than a Loan Party. Notwithstanding anything herein to the Borrower contrary, any party to this Agreement (and any employee, representative, or (jother agent of any party to this Agreement) may disclose to any credit insurance provider and all persons, without limitation of any kind, the tax treatment and tax structure of the transactions contemplated by this Agreement and all materials of any kind (including opinions or other tax analyses) that are provided to it relating to such tax treatment and tax structure. However, any such information relating to the Loan Parties and their obligationstax treatment or tax structure is required to be kept confidential to the extent necessary to comply with any applicable federal or state securities Laws. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) Loan Parties relating to Nexstar Media, the Borrower or any Subsidiary Loan Parties or any of their respective businesses, other than any such information that is available to any Agent, any Lender Agent or any L/C Issuer Lenders on a nonconfidential non-confidential basis prior to disclosure by the Borrower or any Subsidiarysuch Loan Party; provided, provided that, in the case of information received from the Borrower or any Subsidiary Loan Parties after the Closing Datedate hereof, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each , which degree of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any care is no less than a reasonable degree of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Lawscare.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed will agree to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have with jurisdiction over such Person or its Related Parties (including any self-regulatory self‑regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee Eligible Assignee of or Participant in, or any prospective assignee Eligible Assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 2.13(c), it being understood that any such Eligible Assignee or Section 10.01 Participant will be informed of the confidential nature of such Information and will agree to keep such Information confidential, or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to without breach of any credit insurance provider relating duty of confidentiality known to the Loan Parties and their obligationsAdministrative Agent or such Lender. For purposes of this Section, “Information” means all information received from or on behalf of the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, the Administrative Agent or any Lender or any L/C Issuer on a nonconfidential non-confidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, Agent and the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrower or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Sources: Credit Agreement (Fidelity National Financial, Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its and its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by by, or required to be disclosed to, any regulatory or similar authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority)case, to the extent practicable and not practical, the Administrative Agent or Lender, as applicable, will use its commercially reasonable efforts to notify the Borrower (unless such notice is prohibited by applicable law, to inform you promptly thereof prior to law or regulation) of such disclosure), (c) as to the extent required by applicable Applicable Laws or regulations or in any legal, judicial, administrative or other compulsory (in which case, to the extent practical, the Administrative Agent or Lender, as applicable, will use its commercially reasonable efforts to notify the Borrower (unless such notice is prohibited by any subpoena law or similar legal processregulation) of such disclosure), (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under this Agreement, under any other Loan Document Document, or any action or proceeding relating to this Agreement or any other Loan Document Document, or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited (in each case, subject to be a Lender pursuant the requirements contained in Section 12.9 with respect to Section 2.14 or Section 10.01 or assignees and Participants), (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List list of any Disqualified Lenders may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (iii) to an investor or prospective investor in an Approved Fund that also agrees that Information shall be used solely for the purpose of evaluating an investment in such Approved Fund, (iv) to a trustee, collateral manager, servicer, backup servicer, noteholder or secured party in an Approved Fund in connection with the administration, servicing and reporting on the assets serving as collateral for an Approved Fund, or (v) to a nationally recognized rating agency that requires access to information regarding the Borrower and its Subsidiaries, the Loans and the Loan Documents in connection with ratings issued with respect to an Approved Fund, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder Credit Facility or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunderCredit Facility, (h) with the consent of the Borrower, (i) to Gold Sheets and other similar bank trade publications, such information to consist of deal terms and other information customarily found in such publications, (j) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than third party that is not, to such Person’s knowledge, subject to confidentiality obligations to the Borrower Borrower, (k) to governmental regulatory authorities in connection with any regulatory examination of the Administrative Agent or any Lender or in accordance with the Administrative Agent’s or any Lender’s regulatory compliance policy if the Administrative Agent or such Lender deems necessary for the mitigation of claims by those authorities against the Administrative Agent or such Lender or any of its subsidiaries or affiliates, (l) to the extent that such information is independently developed by such Administrative Agent, any Lender or any of their respective Affiliates or Related Parties, or (jm) to any credit insurance provider relating to the Loan Parties and their obligationsfor purposes of establishing a “due diligence” defense. For purposes of this Section, “Information” means all information received from the Borrower any Credit Party or any Subsidiary (or deemed thereof relating to have been received from the Borrower any Credit Party or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary thereof or any of their respective businesses, other than any such information that is available to any Agent, the Administrative Agent or any Lender or any L/C Issuer on a nonconfidential non-confidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower Credit Party or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidentialthereof. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Sources: Credit Agreement (Lubys Inc)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory self‑regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer Issuer, or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligationsBorrower. For purposes of this Section, “"Information” " means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Datedate hereof, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public non‑public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrower or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public non‑public information and (c) it will handle such material non-public non‑public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, each Issuing Bank, the Lenders Swingline Lender and the L/C Issuers Lenders agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person it or any of its Related Parties Affiliates (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) in any legal, judicial, administrative proceeding or in accordance with a judicial or other governmental order, subpoena, interrogatory, discovery request, investigative demand or other legal process or as required by applicable law or regulations (in which case the Administrative Agent, such Issuing Bank, the Swingline Lender or such Lender shall promptly notify the Borrower in writing, in advance, and give the Borrower the opportunity to seek confidential treatment of the information prior to such disclosure, to the extent required permitted by applicable Laws or regulations or by any subpoena or similar legal processlaw), (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swapSecuritization, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or ParticipantSubsidiary and its obligations, or prospective assignee or Participant, in reliance on this clause (f))any credit insurance provider relating to the Borrower and its Obligations, (g) with the consent of the Borrower, (h) to rating agencies or, on a confidential basis basis, to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Loans or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any LenderIssuing Bank, the Swingline Lender any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsSubsidiaries.
Appears in 1 contract
Sources: Credit and Guarantee Agreement (PayPal Holdings, Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.respective
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers agrees Issuing Lenders agree to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to Affiliates, its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential)confidential in accordance with this Section 10.07) and its auditors, (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect the Administrative Agent, the Lender or the Issuing Lender, as applicable, shall use commercially reasonable efforts to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), promptly notify the Borrower to the extent practicable and not prohibited permitted by applicable law, to inform you promptly thereof prior to disclosureApplicable Law), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal processprocess (in which case the Administrative Agent, the Lender or the Issuing Lender, as applicable, shall use commercially reasonable efforts to promptly notify the Borrower to the extent permitted by Applicable Law), (d) to any other party hereto, (e) to the extent necessary in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance application, issuance, publishing and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Issuing Lender or any of their respective Affiliates on a nonconfidential non-confidential basis from a source other than the Borrower or (jz) to is independently discovered or developed by a party hereto without utilizing any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information Information received from the Borrower or any Subsidiary (or deemed to have been received from violating the Borrower or any Subsidiary pursuant to terms of this Section 6.01(d)) relating to Nexstar Media10.07. In addition, the Borrower or any Subsidiary or any Administrative Agent and the Lenders may disclose the existence of their respective businessesthis Agreement and information about this Agreement to market data collectors, other than any such information that is available similar service providers to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior the lending industry and service providers to disclosure by the Borrower or any Subsidiary, provided that, Agents and the Lenders in connection with the case administration of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative AgentAgreement, the Lenders other Loan Documents, and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsCommitments.
Appears in 1 contract
Sources: Credit Agreement (Sanmina Corp)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders The Administrative Agent and the L/C Issuers each Lender agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 11.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower REIT or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than a Loan Party. In addition, the Borrower or (j) Administrative Agent and the Lenders may disclose the existence of this Agreement and information about this Agreement to any credit insurance provider relating market data collectors, similar service providers to the lending industry and service providers to the Administrative Agent and the Lenders in connection with the administration of this Agreement, the other Loan Parties Documents, and their obligationsthe Commitments. For purposes of this Section, “Information” means all information received from the Borrower any Loan Party or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) thereof relating to Nexstar Media, the Borrower any Loan Party or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, the Administrative Agent or any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower any Loan Party or any SubsidiarySubsidiary thereof, provided that, in the case of information received from the Borrower any Loan Party or any Subsidiary thereof after the Closing Datedate hereof, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the 114 The Administrative Agent, the Lenders Agent and the L/C Issuers each Lender each acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesa Loan Party or a Subsidiary thereof, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable LawLaws, including United States Federal and state securities Laws. Notwithstanding anything herein to the contrary, the Administrative Agent, each Lender and each of their respective Related Parties may disclose to any and all Persons, without limitation of any kind, the tax treatment and tax structure of any transaction and all materials of any kind (including opinions or other tax analyses) that are provided to the Administrative Agent, any Lender or any of their respective Related Parties relating to such tax treatment or tax structure.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders Class Investors and the L/C Issuers Class Agents agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) solely in respect of Information relating to the Collection Agent’s servicing hereunder and the Receivables (including information relating to defaults, delinquencies, collection, payment and/or liquidation rates and concentrations), to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) among the Administrative Agent and the Bank Investors only, and in respect of Information relating to the Collection Agent’s servicing hereunder and the Receivables (including information relating to defaults, delinquencies, collection, payment and/or liquidation rates and concentrations), to any other party hereto, (e) solely in respect of Information relating to the Collection Agent’s servicing hereunder and the Receivables (including information relating to defaults, delinquencies, collection, payment and/or liquidation rates and concentrations), in connection with the exercise of any remedies hereunder or under any other Loan Transaction Document or any action or proceeding relating to this Agreement or any other Loan Transaction Document or the enforcement of rights hereunder or thereunder, (f) solely in respect of Information relating to the Collection Agent’s servicing hereunder and the Receivables (including information relating to defaults, delinquencies, collection, payment and/or liquidation rates and concentrations), subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant participant in, or any prospective assignee of or Participant participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual potential Bank Investor, any related commercial paper issuer that finances a Class Conduit, any related Liquidity Provider or prospective party (or its Related Parties) any related Credit Support Provider in relation to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))Agreement, (g) on a confidential basis solely in respect of Information relating to the Collection Agent’s servicing hereunder and the Receivables (i) including information relating to defaults, delinquencies, collection, payment and/or liquidation rates and concentrations), to any nationally recognized rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunderClass Conduit’s Commercial Paper, (h) with the consent of the Borrower, Collection Agent or the Transferor or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any LenderClass Investor, any L/C Issuer Class Agent or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower Collection Agent or (j) to any credit insurance provider relating to the Loan Parties and their obligationsTransferor. For purposes of this Section, “Information” means all information received from the Borrower Collection Agent or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) Transferor relating to Nexstar Media, the Borrower Collection Agent or any Subsidiary the Transferor or any of their respective businesses, other than any such information that is available to any the Administrative Agent, any Lender Class Investor or any L/C Issuer Class Agent on a nonconfidential basis prior to disclosure by the Borrower Collection Agent or any Subsidiarythe Transferor, provided that, in the case of information received from the Borrower Collection Agent or any Subsidiary the Transferor after the Closing Datedate of Amendment Number 10 to this Agreement, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders Class Investors and the L/C Issuers Class Agents acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Collection Agent or the Transferor, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.”
Appears in 1 contract
Sources: Transfer and Administration Agreement (Tech Data Corp)
Treatment of Certain Information; Confidentiality. Each of the Agents, Agents and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below)Information, except that Information may be disclosed (a) to its Affiliates and to its Related Parties Affiliates' respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), ; (b) to the extent requested or required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), it; (c) to the extent required by applicable Laws Law or regulations or by any subpoena or similar legal process, ; (d) to any other party hereto, to this Agreement; (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any suit, action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder (including any actual or thereunder, prospective purchaser of Collateral); (f) subject to an agreement containing provisions substantially the same as those of this SectionSection 11.18, to (i) any assignee Eligible Assignee of or Participant in, or any prospective assignee Eligible Assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or Agreement, (ii) any actual direct or indirect contractual counterparty or prospective party counterparty (or its Related Partiessuch contractual counterparty's or prospective counterparty's professional advisor) to any swapcredit derivative transaction relating to obligations of the Borrowers or (iii) any Person (and any of its officers, derivative directors, employees, agents or other transaction under which payments are to be made by reference to the Borrower and its obligationsadvisors) that may enter into or support, this Agreement directly or payments hereunder (it being understood indirectly, or that the DQ List may be disclosed to any assignee considering entering into or Participantsupporting, directly or indirectly, either (A) contractual arrangements with such Agent or Lender, or prospective assignee or Participantany Affiliates thereof, in reliance on this clause (f)), (g) on a confidential basis pursuant to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau which all or any similar agency in connection with portion of the issuance and monitoring of CUSIP numbers risks, rights, benefits or other market identifiers obligations under or with respect to any Loan or Financing Document is transferred to such Person or (B) an actual or proposed securitization or collateralization of, or similar transaction relating to, all or a part of any amounts payable to or for the credit facilities provided hereunder, benefit of any Lender under any Financing Document (hincluding any rating agency); (g) with the consent of the any Borrower, ; (ih) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section 11.18 or (ii) becomes available to the Administrative any Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower Borrowers; (i) to any state, federal or foreign authority or examiner (including the National Association of Insurance Commissioners or any other similar organization) regulating any Lender; or (j) to any credit insurance provider rating agency when required by it (it being understood that, prior to any such disclosure, such rating agency shall undertake to preserve the confidentiality of any Information relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information Borrowers received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.it
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders Authorized Representative and the L/C Issuers Purchasers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) as may be reasonably necessary in connection with the exercise of any remedies hereunder or under any other Loan Note Document or any action or proceeding relating to this Agreement or any other Loan Note Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any Participant, assignee of or Participant intransferee (or its Related Parties) of, or any prospective Participant, assignee of or Participant intransferee (or its Related Parties) of, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower a Note Party and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower Issuer or its their Subsidiaries or the credit facilities provided hereunder Notes or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunderNotes, (h) with the consent of the BorrowerIssuer, (i) to the members of its investment committee (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential) or, (j) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative AgentAuthorized Representative, any Lender, any L/C Issuer Purchaser or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower Note Parties., (k) for purposes of establishing any defense available under securities laws, including, without limitation, establishing a “due diligence” defense or (jl) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Sectionextent independently developed by the Authorized Representative, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary a Purchaser or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer Affiliates without reliance on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsInformation.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, Agents and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below)Information, except that Information may be disclosed (a) to its Affiliates and to its Related Parties Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), ; (b) to the extent requested or required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), it; (c) to the extent required by applicable Laws Law or regulations or by any subpoena or similar legal process, ; (d) to any other party hereto, to this Agreement; (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any suit, action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder (including any actual or thereunder, prospective purchaser of Collateral); (f) subject to an agreement containing provisions substantially the same as those of this SectionSection 11.18, to (i) any assignee Eligible Assignee of or Participant in, or any prospective assignee Eligible Assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or Agreement, (ii) any actual direct or indirect contractual counterparty or prospective party counterparty (or its Related Partiessuch contractual counterparty’s or prospective counterparty’s professional advisor) to any swap, credit derivative or other transaction under which payments are to be made by reference relating to the Borrower Obligations or (iii) any Person (and any of its obligationsofficers, this Agreement directors, employees, agents or payments hereunder (it being understood advisors) that the DQ List may enter into or support, directly or indirectly, or that may be disclosed to any assignee considering entering into or Participantsupporting, directly or indirectly, either (A) contractual arrangements with such Agent or Lender, or prospective assignee or Participantany Affiliates thereof, in reliance on this clause (f)), (g) on a confidential basis pursuant to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau which all or any similar agency in connection with portion of the issuance and monitoring of CUSIP numbers risks, rights, benefits or other market identifiers obligations under or with respect to any Loan or Financing Document is transferred to such Person or (B) an actual or proposed securitization or collateralization of, or similar transaction relating to, all or a part of any amounts payable to or for the credit facilities provided hereunder, benefit of any Lender under any Financing Document (hincluding any rating agency); (g) with the consent of the any Borrower, ; (ih) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section 11.18 or (ii) becomes available to the Administrative any Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than a Borrower; (i) to any state, federal or foreign authority or examiner (including the Borrower National Association of Insurance Commissioners or any other similar organization) regulating any Lender; or (j) to any credit insurance provider relating rating agency when required by it (it being understood that, prior to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Datedisclosure, such information is clearly identified at the time of delivery as confidential. Any Person required rating agency shall undertake to maintain preserve the confidentiality of any Information as provided in this Section shall be considered relating to have complied with its obligation to do so if a Borrower received by it from such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsLender).
Appears in 1 contract
Sources: Debtor in Possession Credit Agreement (Pacific Ethanol, Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers The Lender agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant inof, or any prospective assignee of or Participant inof, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis and as applicable to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities facility provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities facility provided hereunder, (h) with the consent of the Borrower, (i) to any credit insurance provider relating to the Borrower and its Obligations or (j) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective its Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsBorrower.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. (1) Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to it, its Affiliates and to its Related Parties and its Affiliates' respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Applicable Laws or regulations or by any subpoena or similar legal process, ({d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, derivative derivative, credit-linked note or other similar transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (ih) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Agent or any of their respective Affiliates Lender on a nonconfidential non-confidential basis from a source other than the Borrower or an Obliger.
(j2) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “"Information” " means all information received in connection with this Agreement from the Borrower any Obliger relating to any Obliger or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary of its Subsidiaries or any of their respective businesses, other than any such information that is available to any Agent, the Administrative Agent or any Lender or any L/C Issuer on a nonconfidential non-confidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidentialreceipt. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each In addition, the Administrative Agent may disclose to any agency or organization that assigns standard identification numbers to loan facilities such basic information describing the facilities provided hereunder as is necessary to assign unique identifiers (and, if requested, supply a copy of this Agreement), it being understood that the Person to whom such disclosure is made will be informed of the Administrative Agent, confidential nature of such Information and instructed to make available to the Lenders and public only such Information as such person normally makes available in the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any course of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use business of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.assigning identification numbers
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, Agents and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below)Information, except that Information may be disclosed (a) to its Affiliates and to its Related Parties Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), ; (b) to the extent requested or required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), it; (c) to the extent required by applicable Laws Law or regulations or by any subpoena or similar legal process, ; (d) to any other party hereto, to this Agreement; (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any suit, action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder (including any actual or thereunder, prospective purchaser of Collateral); (f) subject to an agreement containing provisions substantially the same as those of this SectionSection 11.18, to (i) any assignee Eligible Assignee of or Participant in, or any prospective assignee Eligible Assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or Agreement, (ii) any actual direct or indirect contractual counterparty or prospective party counterparty (or its Related Partiessuch contractual counterparty’s or prospective counterparty’s professional advisor) to any swap, credit derivative or other transaction under which payments are to be made by reference relating to the Borrower Obligations or (iii) any Person (and any of its obligationsofficers, this Agreement directors, employees, agents or payments hereunder (it being understood advisors) that the DQ List may enter into or support, directly or indirectly, or that may be disclosed to any assignee considering entering into or Participantsupporting, directly or indirectly, either (A) contractual arrangements with such Agent or Lender, or prospective assignee or Participantany Affiliates thereof, in reliance on this clause (f)), (g) on a confidential basis pursuant to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau which all or any similar agency in connection with portion of the issuance and monitoring of CUSIP numbers risks, rights, benefits or other market identifiers obligations under or with respect to any Loan or Financing Document is transferred to such Person or (B) an actual or proposed securitization or collateralization of, or similar transaction relating to, all or a part of any amounts payable to or for the credit facilities provided hereunder, benefit of any Lender under any Financing Document (hincluding any rating agency); (g) with the consent of the any Borrower, ; (ih) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section 11.18 or (ii) becomes available to the Administrative any Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than a Borrower; (i) to any state, federal or foreign authority or examiner (including the Borrower National Association of Insurance Commissioners or any other similar organization) regulating any Lender; or (j) to any credit insurance provider rating agency when required by it (it being understood that, prior to any such disclosure, such rating agency shall undertake to preserve the confidentiality of any Information relating to a Borrower received by it from such Lender). In addition, any Agent and the Loan Parties Lenders may disclose the existence of this Agreement and their obligationsinformation about this Agreement to market data collectors, similar service providers to the lending industry, and service providers to the Agents and the Lenders in connection with the administration and management of this Agreement, the other Financing Documents, the Commitments, and the Funding. For the purposes of this SectionSection 11.18, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such written information that is available any Borrower furnishes to any Agent, any Agent or Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified date hereof (and designated at the time of delivery thereof in writing as confidential) pursuant to or in connection with any Financing Document, relating to the assets and business of such Borrower, but does not include any such information that (i) is or becomes generally available to the public other than as a result of a breach by such Agent or Lender of its obligations hereunder, (ii) is or becomes available to such Agent or Lender from a source other than a Borrower that is not, to the knowledge of such Agent or Lender, acting in violation of a confidentiality obligation with such Borrower or (iii) is independently compiled by any Agent or Lender, as evidenced by their records, without the use of the Information. Any Person required to maintain the confidentiality of Information as provided in this Section 11.18 shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the AgentsThe Administrative Agent, the Lenders and the L/C Issuers Issuing Banks agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable lawLaw, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 10.1 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer Issuing Bank or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Mediathe Borrower, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any the Administrative Agent, any Lender or any L/C Issuer Issuing Bank on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Restatement Effective Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers Issuing Banks acknowledges that (a) the Information may include material non-public information concerning Nexstar Media the Borrower and any of its Subsidiaries and Variable Interest EntitiesSubsidiaries, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws. For the avoidance of doubt, nothing in this Section 10.7 shall prohibit any individual from voluntarily disclosing or providing any Information to any governmental, regulatory or self-regulatory organization (any such entity, a “Regulatory Authority”) to the extent that any such prohibition on disclosure set forth in this Section 10.7 shall be prohibited by the laws or regulations applicable to such Regulatory Authority.
Appears in 1 contract
Sources: Credit Agreement (Gray Media, Inc)
Treatment of Certain Information; Confidentiality. Each of the AgentsAgent, the Lenders and the L/C Issuers Issuer agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement (or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 2.14) or (ii) any actual or prospective party counterparty (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the a Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the a Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, a Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.the
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers Issuer agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidentialconfidential in accordance with this Section 10.07, and the Administrative Agent, each Lender and the L/C Issuer shall be responsible for any breach hereof by any such Person), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (), in which case such Person agrees to inform the Borrower prior to such disclosure if permitted by applicable Law (except other than with respect to any audit or examination conducted by bank accountants or routine regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosurerequests), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, in which case such Person agrees to inform the Borrower prior to such disclosure if permitted by applicable Law, (d) to any other party heretohereto who is bound by this Section 10.07, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 2.14(c) or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligationsobligations (it being understood that such Persons agree to use the Information solely to evaluate its investment hereunder and agrees to be bound by this Section 10.07), this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the 121 credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any the L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower that is not known to be subject to a confidentiality or (j) similar agreement. In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and information about this Agreement to any credit insurance provider relating market data collectors, similar service providers to the Loan Parties lending industry and their obligations. For purposes service providers to the Agents and the Lenders in connection with the administration of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar MediaAgreement, the Borrower or any Subsidiary or any of their respective businessesother Loan Documents, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsCommitments.
Appears in 1 contract
Sources: Credit Agreement (Intersil Corp/De)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates' respective partners, directors, officers, employees, agents, advisors, and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidentialconfidential and that the party making such disclosure agrees to be responsible for any breach of this Section 10.07 by any of its Affiliates and its Affiliates respective partners, directors, employees, agents, advisors, and representatives), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed iii) to any assignee or Participant, an investor or prospective assignee or Participant, investor in reliance on this clause (f))an Approved Fund that also agrees that Information shall be used solely for the purpose of evaluating an investment in such Approved Fund, (giv) on to a confidential basis to (i) any rating agency trustee, collateral manager, servicer, backup servicer, noteholder or secured party in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency an Approved Fund in connection with the issuance administration, servicing and monitoring of CUSIP numbers reporting on the assets serving as collateral for an Approved Fund, or other market identifiers (g) to a nationally recognized rating agency that requires access to information regarding the Borrower, the Loan and Loan Documents in connection with ratings issued with respect to the credit facilities provided hereunderan Approved Fund, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) Borrower, which source is not subject to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Lawsobligation.
Appears in 1 contract
Sources: Credit Agreement (Allied World Assurance Holdings LTD)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers Issuing Lenders agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (other than to any Disqualified Institution)
(a) to its Affiliates and to its and its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by by, or required to be disclosed to, any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person ); provided, however, that the Administrative Agent, Lender or Issuing Lender, as applicable, agrees (except to seek confidential treatment with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), such disclosure to the extent practicable and not prohibited by applicable law, legally permitted to inform you promptly thereof prior to disclosure)do so, (c) to the extent required by applicable Applicable Laws or regulations or by in any subpoena legal, judicial, administrative or similar legal processother compulsory proceeding, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under this Agreement, under any other Loan Document or under any Secured Hedge Agreement or Secured Cash Management Agreement, or any action or proceeding relating to this Agreement or Agreement, any other Loan Document or any Secured Hedge Agreement or Secured Cash Management Agreement, or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or Agreement, (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower Borrowers and its their obligations, this Agreement or payments hereunder hereunder, (it being understood iii) to an investor or prospective investor in an Approved Fund that also agrees that Information shall be used solely for the DQ List may be disclosed purpose of evaluating an investment in such Approved Fund, (iv) to any assignee a trustee, collateral manager, servicer, backup servicer, noteholder or Participantsecured party in an Approved Fund in connection with the administration, servicing and reporting on the assets serving as collateral for an Approved Fund, or prospective assignee or Participant(v) to a nationally recognized rating agency that requires access to information regarding the Borrowers and their Subsidiaries, the Loans and the Loan Documents in reliance on this clause (f))connection with ratings issued with respect to an Approved Fund, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Borrowers and their Subsidiaries or the credit facilities provided hereunder Credit Facility or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunderCredit Facility, (h) with the consent of the BorrowerParent, (i) to Gold Sheets and other similar bank trade publications, such information to consist of deal terms and other information customarily found in such publications, (j) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer Issuing Lender or any of their respective Affiliates on a nonconfidential non-confidential basis from a source other than third party that is not, to such Person’s knowledge, subject to confidentiality obligations to the Borrower Borrowers, (k) to governmental regulatory authorities in connection with any regulatory examination of the Administrative Agent or any Lender or in accordance with the Administrative Agent’s or any Lender’s regulatory compliance policy if the Administrative Agent or such Lender deems necessary for the mitigation of claims by those authorities against the Administrative Agent or such Lender or any of its subsidiaries or affiliates, (l) to the extent that such information is independently developed by the Administrative Agent or such Lender or Issuing Lender, as applicable, or (jm) to any credit insurance provider relating to the Loan Parties and their obligationsfor purposes of establishing a “due diligence” defense. For purposes of this Section, “Information” means all information received from the Borrower or on behalf of any Credit Party or any Subsidiary (or deemed thereof relating to have been received from the Borrower any Credit Party or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary thereof or any of their respective businesses, other than any such information that is was available to any the Administrative Agent, any Lender or any L/C Issuer Issuing Lender on a nonconfidential basis prior to disclosure by the Borrower or on behalf of any Credit Party or any Subsidiary, Subsidiary thereof; provided that, in the case of information received from the Borrower or on behalf of a Credit Party or any Subsidiary thereof after the Closing Datedate hereof, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers agrees Issuing Bank agree to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), ; (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), ; (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, ; (d) to any other party hereto, ; (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunderthereunder in which case of the foregoing clauses (b), (c) and (e), the Administrative Agent, each Lender and the Issuing Bank agree (except with respect to any audit or examination conducted by bank accountants or any governmental bank regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited CHAR2\1701593v10 by applicable law, to inform Rayonier thereof (and in the case of any subpoena or similar legal process or proceeding and to the extent practicable, to inform Rayonier in advance); (f) subject to an agreement containing provisions substantially the same as those of this SectionSection 8.09, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 Agreement, or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the any Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), hereunder; (g) on a confidential basis to (i) any rating agency in connection with rating the any Borrower or its respective Subsidiaries or the credit facilities provided hereunder Facility, or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, Facility; (h) with the consent of the Borrower, Rayonier; or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section 8.09, or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer the Issuing Bank or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsBorrower.
Appears in 1 contract
Sources: Credit Agreement (Rayonier Inc)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers Issuer agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Credit Document or any action or proceeding relating to this Credit Agreement or any other Loan Credit Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or Credit Agreement, (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, derivative or other securitization transaction under which payments are to be made by reference relating to the Borrower and its obligationsobligations or any direct, this Agreement indirect, actual or payments hereunder prospective assignee, participant or counterparty (it being understood that the DQ List may be disclosed and its advisors) to any assignee swap, derivative or Participantsecuritization transaction, (iii) to an investor or prospective assignee or Participant, investor in reliance on this clause (f))an Approved Fund that also agrees that Information shall be used solely for the purpose of evaluating an investment in such Approved Fund, (giv) on to a confidential basis to (i) any rating agency trustee, collateral manager, servicer, backup servicer, noteholder or secured party in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency an Approved Fund in connection with the issuance administration, servicing and monitoring of CUSIP numbers reporting on the assets serving as collateral for an Approved Fund or other market identifiers (v) to a nationally recognized rating agency that requires access to information regarding the Credit Parties, the Loans and Credit Documents in connection with ratings issued with respect to the credit facilities provided hereunderan Approved Fund, (hg) with the consent of the Borrower, Borrower or (ih) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any the L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsBorrower.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory self‑regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.available
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory self‑regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligationsBorrower. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) of the Nexstar Credit Agreement) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public non‑public information concerning Nexstar Media the Borrower and any of its Subsidiaries and Variable Interest EntitiesSubsidiaries, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public non‑public information and (c) it will handle such material non-public non‑public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. (1) Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to it, its Affiliates and to its Related Parties and its Affiliates' respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, derivative derivative, credit-linked note or other similar transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (ih) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Agent or any of their respective Affiliates Lender on a nonconfidential non-confidential basis from a source other than the Borrower or an Obligor.
(j2) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received in connection with this Agreement from the Borrower any Obligor relating to any Obligor or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary of its Subsidiaries or any of their respective businesses, other than any such information that is available to any Agent, the Administrative Agent or any Lender or any L/C Issuer on a nonconfidential non-confidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidentialreceipt. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each In addition, the Administrative Agent may disclose to any agency or organization that assigns standard identification numbers to loan facilities such basic information describing the facilities provided hereunder as is necessary to assign unique identifiers (and, if requested, supply a copy of this Agreement), it being understood that the Person to whom such disclosure is made will be informed of the Administrative Agent, confidential nature of such Information and instructed to make available to the Lenders and public only such Information as such person normally makes available in the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any course of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use business of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.assigning identification numbers
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers (1) The Lender agrees to maintain the confidentiality of the Information (as defined below)Information, except that Information may be disclosed (a) to it, its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) to EDC in connection with the EDC Guarantees, (f) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (fg) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, derivative derivative, credit-linked note or other similar transaction under which payments are to be made by reference relating to the Borrower Obligors and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunderObligations, (h) with the consent of the Borrower, IMG or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates Lender on a nonconfidential non-confidential basis from a source other than the Borrower or a Restricted Party.
(j2) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received in connection with this Agreement from the Borrower any Restricted Party relating to any Restricted Party or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary of its Subsidiaries or any of their respective businesses, other than any such information that is available to any Agent, any the Lender or any L/C Issuer on a nonconfidential non-confidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, before such information is clearly identified at the time of delivery as confidentialreceipt. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each In addition, the Lender may disclose to any agency or organization that assigns standard identification numbers to loan facilities such basic information describing the Credit as is necessary to assign unique identifiers (and, if requested, supply a copy of this Agreement), it being understood that the Person to whom such disclosure is made will be informed of the Administrative Agent, confidential nature of such Information and instructed to make available to the Lenders and public only such Information as such person normally makes available in the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any course of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use business of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Lawsassigning identification numbers.
Appears in 1 contract
Sources: Credit Agreement (Iamgold Corp)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers Issuer and the Lenders agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding CHAR1\1710066v1CHAR1\▇▇▇▇▇▇▇▇▇ relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower any Loan Party or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any the L/C Issuer Issuer, any Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) Borrower. In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement to any credit insurance provider relating market data collectors, similar service providers to the Loan Parties lending industry and their obligations. For purposes service providers to the Administrative Agent and the Lenders in connection with the administration of this Section, “Information” means all Agreement (including information received from the Borrower or any Subsidiary (or deemed about this Agreement that is customarily provided to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(dsuch parties)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businessesother Loan Documents, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsCommitments.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by by, or required to be disclosed to, any regulatory or similar authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) as to the extent required by applicable Applicable Laws or regulations or by any subpoena or similar legal processprocesses, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under this Agreement, under any other Loan Document or under any Secured Hedge Agreement or Secured Cash Management Agreement, or any action or proceeding relating to this Agreement or Agreement, any other Loan Document or any Secured Hedge Agreement or Secured Cash Management Agreement, or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or Agreement, (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder hereunder, (it being understood that the DQ List may be disclosed iii) to any assignee or Participant, an investor or prospective assignee or Participant, investor in reliance on this clause (f))an Approved Fund that also agrees that Information shall be used solely for the purpose of evaluating an investment in such Approved Fund, (giv) on to a confidential basis to (i) any rating agency trustee, collateral manager, servicer, backup servicer, noteholder or secured party in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency an Approved Fund in connection with the issuance administration, servicing and monitoring of CUSIP numbers reporting on the assets serving as collateral for an Approved Fund, or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (iv) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information nationally recognized rating agency that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.requires
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers Issuer agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its and its Affiliates’ Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal processprocess (provided, that, the Administrative Agent, the Lenders and the L/C Issuer will, to the extent permitted by law, rule or regulation and reasonably practicable, promptly inform the Borrower), (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be become a Lender pursuant to Section 2.14 or Section 10.01 2.01(b) or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List Schedule 1.01(b) (as updated from time to time) may be disclosed to any assignee or Participant, Participant or prospective assignee or Participant, 136 Participant in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower any Loan Party or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance application, issuance, publishing and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or Section, (iiy) becomes available to the Administrative Agent, any Lender, any the L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower other than as a result of a breach of a confidentiality obligation of which the Administrative Agent or the applicable Lender or the L/C Issuer has actual knowledge or (jz) to is independently discovered or developed by a party hereto without utilizing any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information Information received from the Borrower or any Subsidiary (or deemed to have been received from violating the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Mediaterms of this Section. In addition, the Borrower or any Subsidiary or any Administrative Agent and the Lenders may disclose the existence of their respective businessesthis Agreement and information about this Agreement to market data collectors, other than any such information that is available similar service providers to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior the lending industry and service providers to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative AgentAgent and the Lenders in connection with the administration of this Agreement, the Lenders other Loan Documents, and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsCommitments.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) The Funds acknowledge that from time to its Affiliates time financial advisory, investment banking and other services may be offered or provided to its Related Parties the Funds (in connection with this Agreement or otherwise) by any Bank or by one or more subsidiaries or affiliates of such Bank and the Funds hereby authorize such Bank to share any information delivered to such Bank by the Funds pursuant to this Agreement, or in connection with the decision of such Bank to enter into this Agreement, to any such subsidiary or affiliate, it being understood that any such subsidiary or affiliate receiving such information shall be bound by the Persons to whom such disclosure is made will be informed provisions of the confidential nature of such Information and instructed to keep such Information confidential), paragraph (b) below as if it were a Bank hereunder. Such authorization shall survive the repayment of the Loans and the termination of the Commitments.
(b) Each Bank and the Administrative Agent agrees (on behalf of itself and each of its affiliates, directors, officers, members, employees and representatives) to use reasonable precautions to keep confidential in accordance with its customary procedures for handling confidential information of the same nature and in accordance with safe and sound banking practices, any non-public information supplied to it by the Funds pursuant to this Agreement that is identified by the Funds as being confidential at the time the same is delivered to the extent required Banks and the Administrative Agent, provided that nothing herein shall limit the disclosure of any such information (i) if such information is when so supplied, or requested by any regulatory authority purporting to thereafter shall have jurisdiction over such Person or its Related Parties become, public (including any self-regulatory authority, such as the National Association other than through a violation of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure)this Section 11.12, (cii) to the extent required by applicable Laws statute, rule, regulation or regulations or by any subpoena or similar legal judicial process, (diii) to counsel for any of the Banks or the Administrative Agent, (iv) to bank examiners (or any other party heretoregulatory authority having jurisdiction over any Bank or the Administrative Agent), or to auditors or accountants, (ev) to the Administrative Agent or any other Bank (or to Chase Securities Inc.), (vi) in connection with any litigation to which any one or more of the exercise of any remedies hereunder Banks or under any other Loan Document the Administrative Agent is a party, or any action or proceeding relating to this Agreement or any other Loan Document or in connection with the enforcement of rights hereunder or thereunderremedies hereunder, (fvii) subject to an agreement containing provisions substantially the same a subsidiary or affiliate of such Bank as those of this Section, to provided in paragraph (ia) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 above or (iiviii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, participant (or prospective assignee or Participant, in reliance on this clause participant) so long as such assignee or participant (f)), (gor prospective assignee or participant) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance first executes and monitoring of CUSIP numbers or other market identifiers with respect delivers to the credit facilities provided hereunder, respective Bank a Confidentiality Agreement substantially in the form of Exhibit 11.12(b) hereto (h) with the consent of the Borrower, (i) or executes and delivers to such Bank an acknowledgment to the extent such Information (i) becomes publicly available other than as a result of a breach effect that it is bound by the provisions of this Section 11.12(b), which acknowledgment may be included as part of the respective assignment or participation agreement pursuant to which such assignee or participant acquires an interest in the Loans hereunder); provided further, that (iix) becomes available unless specifically prohibited by applicable law or court order, each Bank and the Administrative Agent shall, prior to the Administrative Agentdisclosure thereof, notify the Funds of any Lender, request for disclosure of any L/C Issuer such information (A) by any governmental agency or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or representative thereof (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available request in connection with an examination of the financial condition of such Bank by such governmental agency) or (B) pursuant to legal process and (y) in no event shall any Agent, Bank or the Administrative Agent be obligated or required to return any Lender or any L/C Issuer on a nonconfidential basis materials furnished by the Funds. The obligations of each Bank under this Section 11.12 shall supersede and replace the obligations of such Bank under the confidentiality letter in respect of this financing signed and delivered by such Bank to the Funds prior to disclosure by the Borrower or date hereof; in addition, the obligations of any Subsidiary, provided that, assignee that has executed a Confidentiality Agreement in the case form of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in Exhibit 11.12(b) hereto shall be superseded by this Section shall be considered 11.12 upon the date upon which such assignee becomes a Bank hereunder pursuant to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (aSection 11.6(b) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Lawshereof.
Appears in 1 contract
Sources: Credit Agreement (American Century Government Income Trust)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders The Administrative Agent and the L/C Issuers each Lender agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 2.12(c) or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) Borrower. In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and information about this Agreement to any credit insurance provider relating market data collectors, similar service providers to the Loan Parties lending industry and their obligations. For purposes service providers to the Agents and the Lenders in connection with the administration of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar MediaAgreement, the Borrower or any Subsidiary or any of their respective businessesother Loan Documents, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsCommitments.
Appears in 1 contract
Sources: Credit Agreement (Tortoise Midstream Energy Fund, Inc.)
Treatment of Certain Information; Confidentiality. (1) Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to it, its Affiliates and to its Related Parties and its Affiliates' respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, derivative derivative, credit-linked note or other similar transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (ih) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Agent or any of their respective Affiliates Lender on a nonconfidential non-confidential basis from a source other than the Borrower or an Obligor.
(j2) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Section "Information” " means all information received in connection with this Agreement from the Borrower any Obligor relating to any Obligor or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary of its Subsidiaries or any of their respective businesses, other than any such information that is available to any Agent, the Administrative Agent or any Lender or any L/C Issuer on a nonconfidential non-confidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidentialreceipt. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each In addition, the Administrative Agent may disclose to any agency or organization that assigns standard identification numbers to loan facilities such basic information describing the facilities provided hereunder as is necessary to assign unique identifiers (and, if requested, supply a copy of this Agreement), it being understood that the Person to whom such disclosure is made will be informed of the Administrative Agent, confidential nature of such Information and instructed to make available to the Lenders and public only such Information as such person normally makes available in the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any course of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use business of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Lawsassigning identification numbers.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Revolving Administrative Agent, the Collateral Agent, and the Lenders and the L/C Issuers Issuing Bank agrees to maintain the confidentiality of the Information (as defined below)) and to use the Information solely for the purpose of providing the services which are the subject of this Agreement, except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective directors, officers, employees, agents, advisors, sub-advisors, current and prospective funding sources and other representatives (collectively, “Representatives”), and existing and prospective investors in any Approved Fund (it being understood that the Persons person to whom such disclosure is being made will be informed of the confidential nature of such the Information and instructed to keep such Information information confidential) (provided that no such disclosure shall be made by Blackstone, any Blackstone Designee or any of its or their respective Representatives to any Affiliates that are engaged as principals primarily in private equity or venture capital (other than a limited number of employees who are required, in accordance with industry regulations or Blackstone’s or such Blackstone Designee’s internal policies and procedures to act in a supervisory capacity and the internal legal, compliance, risk management, credit or investment committee members of Blackstone or any Blackstone Designee), ; (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), ; (c) to the extent required by applicable Laws or regulations Requirements of Law or by any subpoena or similar legal processprocess (in which case such Agent, Issuing Bank or Lender agrees to inform you promptly thereof so long as lawfully permitted to do so and except in connection with any order or request as part of a regulatory examination or audit); (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, ; (fe) subject to an agreement containing provisions substantially the same as those of this SectionSection 10.12, to (i) any assignee of or Participant in, or any prospective assignee of or Participant inin (other than any Disqualified Lenders), any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or Agreement, (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligationsObligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to iii) any assignee or Participant, actual or prospective assignee successor Agent (or Participant, in reliance on this clause its advisors) or (f)), (g) on a confidential basis to (iiv) any rating agency in connection with for the purpose of obtaining a credit rating the Borrower applicable to any Lender or its Subsidiaries or the credit facilities provided hereunder or Issuing Bank; (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (hf) with the consent of the Borrower, Borrower or (ig) to the extent such Information (ix) is or becomes publicly available other than as a result by reason of a breach disclosure by such Agent, Issuing Bank or Lender in violation of this Section 10.12, (y) is received by such Agent, Issuing Bank or Lender from a third party that is not to such Agent’s, Issuing Bank’s or ▇▇▇▇▇▇’s knowledge subject to confidentiality obligations to Parent, Holdings, the Borrower or the Sponsor or (iiz) becomes available to is independently developed by such Agent, Issuing Bank or Lender, in each case, so long as not based on Information obtained in a manner that would otherwise violate this Section 10.12. In addition, the Administrative Agent, any Lenderthe Collateral Agent, any L/C Issuer or any Issuing Bank and the Lenders may disclose the existence of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) this Agreement and customary information about this Agreement to any credit insurance provider relating loan syndication market data collectors and similar service providers to the lending industry and service providers to the Agents, Issuing Bank and the Lenders in connection with the administration of this Agreement, the other Loan Parties Documents, and their obligationsthe Loans. For purposes of this Section, “Information” means all information received from the Borrower or on behalf of Sponsor, Holdings or any Subsidiary (or deemed of its Subsidiaries relating to have been received from the Borrower Holdings or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary of its Subsidiaries or any of their respective businesses, finances, operations, personnel and affairs, other than any such information that is available to any Agent, Issuing Bank or any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower Holdings or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidentialits Subsidiaries. Any Person person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person person has exercised the same degree of care to maintain the confidentiality of such Information as such Person person would accord to its own confidential information. Each For purposes of the Administrative Agentthis Section 10.12, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media Affiliates of Blackstone shall be deemed to mean Blackstone Holdings Finance Co. L.L.C. and any of funds managed, advised or sub-advised by Blackstone or its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Lawsaffiliates.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (case, except with respect to any audit or examination conducted by bank accountants or governmental regulatory authority authorities exercising examination or regulatory authority), the disclosing party shall use commercially reasonable efforts to promptly notify the Borrower, in advance, to the extent practicable and not prohibited permitted by applicable law, to inform you promptly thereof prior to disclosureLaw), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal processprocess (in which case the disclosing party shall use commercially reasonable efforts to promptly notify the Borrower, in advance, to the extent practicable and permitted by Law), (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 2.17 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) Borrower. In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and information about this Agreement to any credit insurance provider relating market data collectors, similar service providers to the Loan Parties lending industry and their obligations. For purposes service providers to the Administrative Agent and the Lenders in connection with the administration of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders Agreement and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media other Loan Documents and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsCredit Extensions made pursuant thereto.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory self‑regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) of the Nexstar Credit Agreement) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public non‑public information concerning Nexstar Media the Borrower and any of its Subsidiaries and Variable Interest EntitiesSubsidiaries, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public non‑public information and (c) it will handle such material non-public non‑public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee (other than a Disqualified Institution) of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with h)with the consent of the Borrower, Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligationsBorrower. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Datedate hereof, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrower or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Sources: Credit Agreement (Media General Inc)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers Issuer and Lenders agrees to maintain maintain, and to cause its Affiliates (including any Related Parties) to maintain, the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), ; (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), ; (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, ; (d) to any other party hereto, ; (e) to the extent reasonably required, in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, ; (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction relating to obligations of the Loan Parties under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), Loan Documents; (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Company; or (ih) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative any Agent, any Lender, any the L/C Issuer Issuer, any Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower Company; provided, however, that to the extent permitted by applicable law or regulation, each of the Agents and Lenders agrees to notify the Company prior to (jif reasonably practicable) or concurrently with its disclosure of such information to any credit insurance provider relating third party pursuant to clauses (b), (c) and (f). In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and public information about this Agreement to market data collectors, similar service providers to the lending industry, and service providers to the Administrative Agent and the Lenders in connection with the administration and management of this Agreement, the other Loan Parties Documents, the Commitments, and their obligationsthe Credit Extensions. For the purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) Loan Party relating to Nexstar Media, the Borrower any Loan Party or any Subsidiary or any of their respective businessesits business, other than any such information that is available to any Agent, the L/C Issuer, or any Lender or any L/C Issuer of their respective Affiliates on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, Loan Party; provided that, in the case of information received from the Borrower or any Subsidiary a Loan Party after the Closing Datedate hereof, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, Agents and each of the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrowers or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal federal and state securities Laws.
Appears in 1 contract
Sources: Credit Agreement (McKesson Corp)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, trustees, advisors and representatives on a need-to-know basis (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties Affiliates (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this SectionSection and which gives the Borrower the right to enforce such confidentiality provisions, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 2.14(b) or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any the L/C Issuer or any of their respective Affiliates on a nonconfidential non-confidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries Subsidiaries. In addition, the Administrative Agent and Variable Interest Entitiesthe Lenders may disclose the existence of this Agreement and information about this Agreement to market data collectors, as similar service providers to the case may belending industry and service providers to the Administrative Agent and the Lenders in connection with the administration of this Agreement, (b) it has developed compliance procedures regarding the use of material non-public information other Loan Documents and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Lawsthe Commitments.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory self‑regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, trustees, advisors and representatives (it being understood that (i) the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep treat such Information confidentialwith the same degree of care as they treat their own confidential information and (ii) such Information shall be used solely for the purpose of providing the services contemplated by this Agreement or other services to the Borrower or its Affiliates), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement (or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 2.16) or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (ih) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligationsBorrower. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, the Administrative Agent or any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, Agent and the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrower or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws. In addition, the Administrative Agent and the Lenders may disclose to market data collectors, similar service providers to the lending industry and service providers to the Administrative Agent and the Lenders in connection with the administration of this Agreement and the other Loan Documents the existence of this Agreement and information about this Agreement consisting of deal terms and other information customarily provided to such market data collectors and service providers.
Appears in 1 contract
Sources: Revolving Credit Agreement (TJX Companies Inc /De/)
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers Issuer agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed will agree to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited (it being understood that the Persons to whom such disclosure is made will be a Lender pursuant informed of the confidential nature of such Information and will agree to Section 2.14 or Section 10.01 keep such Information confidential) or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction Hedge Agreement under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may Persons to whom such disclosure is made will be disclosed informed of the confidential nature of such Information and will agree to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)keep such Information confidential), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries the Guarantors or the credit facilities provided hereunder Credits or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunderCredits, (h) with the consent of the Borrower, or (i) to the extent such Information (iA) becomes publicly available other than as a result of a breach of this Section or (iiB) becomes available to the Administrative Agent, any Lender, any the L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsBorrower.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders Administrative Agent and the L/C Issuers each Lender agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to Affiliates, its Related Parties and the Related Parties of its Affiliates (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), ; (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), ; (c) to the extent required by applicable Laws laws or regulations or by any subpoena or similar legal process, upon the request or demand of any Governmental Authority, in response to any order of any court or other Governmental Authority or as may otherwise be required pursuant to any Requirement of Law or if requested or required to do so in connection with any litigation or similar proceeding (in which case such disclosing Person shall promptly notify the Borrower, in advance, to the extent permitted by applicable laws or regulations and not prohibited by such subpoena, legal process, court order or Governmental Authority); (d) to any other party hereto, ; (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or Bank Services Agreement or FX Contracts or any action or proceeding relating to this Agreement or any other Loan Document or Bank Services Agreement or FX Contracts or the enforcement of rights hereunder or thereunder, ; (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or and obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 Agreement, or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), hereunder; (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder Facilities or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, Facilities; (h) with the consent of the Borrower, ; or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section Section, or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Lender or any of their respective Affiliates on a nonconfidential non-confidential basis from a source other than the Borrower or (j) Borrower. In addition, the Administrative Agent and the Lenders may disclose the existence of this Agreement and information about this Agreement to any credit insurance provider relating market data collectors, similar service providers to the Loan Parties lending industry and their obligations. For purposes service providers to the Administrative Agent and the Lenders in connection with the administration of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar MediaAgreement, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by Loan Documents and the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary Commitments. This provision shall apply for one year after the Closing Date, such information is clearly identified at the time Discharge of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities LawsObligations.
Appears in 1 contract
Sources: Revolving Credit Agreement (Digi International Inc)
Treatment of Certain Information; Confidentiality. (a) Each of the Agents, Agent and the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below)Information, except that Information may be disclosed (a) to it, its Affiliates and to its Related Parties and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority or Governmental Authority purporting to have jurisdiction over such Person or its Related Parties it (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, derivative derivative, credit-linked note or other similar transaction under which payments are to be made by reference relating to the Borrower Borrowers and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f))Obligations, (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrowers or (ih) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer Agent or any of their respective Affiliates Lender on a nonconfidential non- confidential basis from a source other than the Borrower or a Restricted Party.
(jb) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received in connection with this Agreement from the Borrower any Restricted Party relating to any Restricted Party or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary of its Subsidiaries or any of their respective businesses, other than any such information that is available to any Agent, the Agent or any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidentialnon-confidential basis. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each In addition, the Agent may disclose to any agency or organization that assigns standard identification numbers to loan facilities such basic information describing the Credit as is necessary to assign unique identifiers (and, if requested, supply a copy of this Agreement), it being understood that the Person to whom such disclosure is made will be informed of the Administrative Agent, confidential nature of such Information and instructed to make available to the Lenders and public only such Information as such Person normally makes available in the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any course of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use business of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Lawsassigning identification numbers.
Appears in 1 contract
Treatment of Certain Information; Confidentiality. Each of the AgentsAdministrative Agent, the Lenders and the L/C Issuers Issuing Lender agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its and its Affiliates’ respective Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) subject to the extent required or requested by any regulatory authority purporting an agreement to have jurisdiction over such Person or its Related Parties (including any self-regulatory authoritycomply with this Section, such as to the National Association of Insurance Commissioners) (Commissioners or any similar organization or any nationally recognized rating agency that requires access to information about a Lender’s investment portfolio in which case such Person agrees (except connection with ratings issued with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure)such Lender, (c) to the extent required by applicable Laws requested or regulations or demanded by any subpoena Governmental Authority or similar legal processin connection with any pledge or assignment permitted by Section 10.6(f), (d) in response to any order of any court or other Governmental Authority or as may be required pursuant to any Requirement of Law, (e) to any other party hereto, (ef) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (fg) subject to an agreement containing provisions substantially the same as those of to comply with this SectionSection 10.14, to (i1) any assignee Assignee of or Participant in, or any prospective assignee Assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii2) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its Subsidiaries and their obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the express written consent of the Borrower, Borrower or (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (iiy) becomes available to the Administrative Agent, any Lender, any L/C Issuer the Issuing Lender or any of their respective Affiliates on a nonconfidential basis (other than through a breach of a binding confidentiality agreement) from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligationsits Subsidiaries. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any the Administrative Agent, any Lender or any L/C Issuer the Issuing Lender on a nonconfidential basis prior to disclosure by the Borrower or any SubsidiarySubsidiary (other than through a breach of a binding confidentiality agreement), provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Datedate hereof, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers Issuing Lender acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entitiesthe Borrower or a Subsidiary, as the case may be, (b) it has developed compliance procedures regarding the use protection of material non-public information and (c) it will handle such material non-public information in accordance with applicable all Requirements of Law, including United States Federal and state securities Lawslaws.
Appears in 1 contract
Sources: Credit Agreement (National Financial Partners Corp)
Treatment of Certain Information; Confidentiality. Each of the Agents, Administrative Agent and the Lenders and the L/C Issuers agrees agree to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (in each case, other than to a Disqualified Institution) (a) to its Affiliates and to its and its Affiliates’ respective Related Parties and numbering, administration and settlement services providers (it being understood that the Persons persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any Governmental Authority or regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent compelled by legal process in, or reasonably necessary to, the defense of such legal, judicial or administrative proceeding, in any legal, judicial or administrative proceeding or otherwise as required by applicable Laws or regulations or by any subpoena or similar legal processRequirements of Law, (d) to any other party hereto, (e) in connection with the exercise or enforcement of any remedies hereunder or under any other Loan Document or or, in connection with any litigation, action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, but only to the extent required in connection with such exercise or enforcement, (f) subject to an agreement containing provisions substantially the same as those of this SectionSection 10.12, to (i) any assignee of or Participant in, or any prospective assignee of or Participant (except, in each case, for the avoidance of doubt, for any Disqualified Institution) in, any of its rights or obligations under this Agreement and in connection with any pledge or any Eligible Assignee invited to be a Lender assignment made pursuant to Section 2.14 or Section 10.01 or 10.04(f), (ii) any actual or prospective party counterparty (or its Related Partiesadvisors) to any swap, swap or derivative or other transaction under which payments are to be made by reference relating to the Borrower and its obligations, this Agreement obligations or payments hereunder (it being understood that iii) any rating agency for the DQ List may be disclosed purpose of obtaining a credit rating applicable to any assignee Credit Party or Participant, or prospective assignee or Participant, in reliance on this clause (f))to the credit facilities hereunder, (g) on a confidential basis to (i) any rating agency in connection with rating the prior consent of the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, (i) to the extent such Information (ix) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligations. For purposes of this Section, “Information” means all information received from the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Date, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public information concerning Nexstar Media and any of its Subsidiaries and Variable Interest Entities, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public information and (c) it will handle such material non-public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract
Sources: Second Lien Credit Agreement (Allvue Systems Holdings, Inc.)
Treatment of Certain Information; Confidentiality. Each of the Agents, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory self‑regulatory authority, such as the National Association of Insurance Commissioners) (in which case such Person agrees (except with respect to any audit or examination conducted by bank accountants or regulatory authority exercising examination or regulatory authority), to the extent practicable and not prohibited by applicable law, to inform you promptly thereof prior to disclosure), (c) to the extent required by applicable Laws or regulations or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Loan Document or any action or proceeding relating to this Agreement or any other Loan Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement containing provisions substantially the same as those of this Section, to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement or any Eligible Assignee invited to be a Lender pursuant to Section 2.14 or Section 10.01 or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder (it being understood that the DQ List may be disclosed to any assignee or Participant, or prospective assignee or Participant, in reliance on this clause (f)), (g) on a confidential basis to (i) any rating agency in connection with rating the Borrower or its Subsidiaries or the credit facilities provided hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance and monitoring of CUSIP numbers or other market identifiers with respect to the credit facilities provided hereunder, (h) with the consent of the Borrower, Borrower or (i) to the extent such Information (i) becomes publicly available other than as a result of a breach of this Section or (ii) becomes available to the Administrative Agent, any Lender, any L/C Issuer or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower or (j) to any credit insurance provider relating to the Loan Parties and their obligationsBorrower. For purposes of this Section, “Information” means all information received from any of the Holding Companies, the Borrower or any Subsidiary (or deemed to have been received from the Borrower or any Subsidiary pursuant to Section 6.01(d)) of the Nexstar Credit Agreement) relating to Nexstar Media, the Borrower or any Subsidiary or any of their respective businesses, other than any such information that is available to any Agent, any Lender or any L/C Issuer on a nonconfidential basis prior to disclosure by the Borrower or any Subsidiary, provided that, in the case of information received from the Borrower or any Subsidiary after the Closing Datedate hereof, such information is clearly identified at the time of delivery as confidential. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Each of the Administrative Agent, the Lenders and the L/C Issuers acknowledges that (a) the Information may include material non-public non‑public information concerning Nexstar Media the Holding Companies, the Borrower and any of its Subsidiaries and Variable Interest EntitiesSubsidiaries, as the case may be, (b) it has developed compliance procedures regarding the use of material non-public non‑public information and (c) it will handle such material non-public non‑public information in accordance with applicable Law, including United States Federal and state securities Laws.
Appears in 1 contract