Jointly Privileged Information definition

Jointly Privileged Information has the meaning set forth in Section 10.13(b).
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Jointly Privileged Information has the meaning assigned for such term in Section 8.13 hereof. “Knowledge of the Company” means the actual knowledge of Xxxx Xxxxxxxx, Xxxxxxx Xxxxxxxx, Xxxxx Xxxxxxx and Xxx Xxxxxx, in each case, after reasonable inquiry. “Law” means any foreign, federal, state, local law, statute, constitution, treaty, principle of common law, directive, resolution, code, ordinance, edict, writ, decree, rule, regulation, judgment, ruling, injunction or requirement issued, enacted, adopted, promulgated, implemented or otherwise put into effect by or under the authority of any Governmental Body. “Legal Proceeding” means any action, suit, litigation, arbitration, proceeding (including any civil, criminal, administrative, investigative or appellate proceeding), audit, examination or investigation, whether public or private, commenced, brought, conducted or heard by or before, or otherwise involving, any court or other Governmental Body or any arbitrator or arbitration panel. “Letter of Transmittal” means a letter of transmittal, in a form reasonably acceptable to the Company and Purchaser, whereby each Equity Holder (i) surrenders such holder’s Common Shares, Preferred Shares, In-the-Money Options and/or Warrants for delivery pursuant hereto in exchange for the right to receive such Equity Holder’s share of the Initial Merger Consideration hereunder in respect thereof, (ii) agrees, with respect to any Options and/or Warrants held by such Person, to the cancellation of such In-the-Money Options and/or Warrants, (iii) agrees with the Equity Holder Representative that the Equity Holder
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Examples of Jointly Privileged Information in a sentence

  • From and after the Closing, Purchaser shall cause the Company and each Subsidiary to provide to ACAS and each such other Seller all copies (including electronic, digital, or otherwise) of any Jointly Privileged Information requested by ACAS or such other Seller that is inadvertently not copied prior to the Closing.

  • From and after the Closing, Purchaser shall cause the Company and each Subsidiary to provide to Seller copies (including electronic, digital, or otherwise) of any Jointly Privileged Information that is inadvertently not copied prior to Closing.

  • Waiver of Conflicts; Jointly Privileged Information 76 Section 10.14.

  • From and after the Closing, Parent shall cause the Company and each of its Subsidiaries to provide American Capital all copies (including electronic, digital, or otherwise) of any Jointly Privileged Information that is inadvertently not removed prior to the Closing.

  • Notwithstanding any other provision in this Agreement, prior to Closing, Seller shall be permitted to take copies of any email, document and other records containing attorney-client privileged information where the attorney-client privilege is held jointly between one or more of the Company and any Subsidiary on the one hand, and Seller or its Affiliate on the other ("Jointly Privileged Information").

  • Any email, document and other record temporarily removed for analysis to determine the presence of Jointly Privileged Information pursuant to the first sentence of this Section 5.13 shall be returned to the Company promptly following completion of such review if it is determined by American Capital that such email, document or other record does not contain Jointly Privileged Information.

  • ACAS and each such other Seller agrees that any photocopies made of any email, document and other record pursuant to the first sentence of this Section 8.13 shall be returned to the Company promptly following the determination by ACAS or such other Seller that such email, document or other record does not contain Jointly Privileged Information.

Related to Jointly Privileged Information

  • Privileged Information means any information, in written, oral, electronic or other tangible or intangible forms, including any communications by or to attorneys (including attorney-client privileged communications), memoranda and other materials prepared by attorneys or under their direction (including attorney work product), as to which a Party or any member of its Group would be entitled to assert or have asserted a privilege, including the attorney-client and attorney work product privileges.

  • Privileged Information Exception With respect to any Privileged Information, at any time (a) such Privileged Information becomes generally available and known to the public other than as a result of a disclosure directly or indirectly by the party restricted from disclosing such Privileged Information (the “Restricted Party”), (b) it is reasonable and necessary for the Restricted Party to disclose such Privileged Information in working with legal counsel, auditors, taxing authorities or other governmental agencies, (c) such Privileged Information was already known to such Restricted Party and not otherwise subject to a confidentiality obligation and/or (d) the Restricted Party is (in the case of the Master Servicer, the Special Servicer, the Operating Advisor, the Certificate Administrator, any affected Serviced Companion Loan Holder, the Trustee and the Asset Representations Reviewer, as evidenced by an Officer’s Certificate (which shall include a certification that it is based on the advice of counsel) delivered to each of the Master Servicer, the Special Servicer, the applicable Directing Holder, the applicable Consulting Parties, the Operating Advisor, the Certificate Administrator, the Trustee and the Asset Representations Reviewer) required by law, rule, regulation, order, judgment or decree to disclose such information.

  • Transferred Information means the personal information (namely, information about an identifiable individual other than their business contact information when used or disclosed for the purpose of contacting such individual in that individual’s capacity as an employee or an official of an organization and for no other purpose) to be disclosed or conveyed to one Party or any of its representatives or agents (a “Recipient”) by or on behalf of another Party (a “Disclosing Party”) as a result of or in conjunction with the transactions contemplated herein, and includes all such personal information disclosed to the Recipient prior to the execution of this Agreement.

  • Excluded Information With respect to any Excluded Controlling Class Mortgage Loan, any information and reports solely relating to such Excluded Controlling Class Mortgage Loan and/or the related Mortgaged Property or portfolio of Mortgaged Properties, including, without limitation, any Asset Status Reports, Final Asset Status Reports (or summaries thereof), any Appraisals, inspection reports (related to Specially Serviced Loans conducted by the Special Servicer or the Excluded Special Servicer, as applicable), any Officer’s Certificates delivered by the Master Servicer, the Special Servicer or the Trustee pursuant to Section 3.20(c) or Section 4.06(b) supporting a non-recoverability determination, the Operating Advisor Annual Reports, any determination of the Special Servicer’s net present value calculation, any Appraisal Reduction Amount calculations, environmental assessments, seismic reports and property condition reports and such other information and reports designated as Excluded Information (other than such information with respect to such Excluded Controlling Class Mortgage Loan that is aggregated with information of other Mortgage Loans at a pool level) by the Master Servicer, the Special Servicer or the Operating Advisor, as the case may be. For the avoidance of doubt, any file or report contained in the CREFC® Investor Reporting Package (CREFC® IRP) (other than the CREFC® Special Servicer Loan File and CREFC® Special Servicer Property File relating to any Excluded Controlling Class Mortgage Loan) and any Schedule AL Additional File shall not be considered “Excluded Information.” Each of the Master Servicer, the Special Servicer or the Operating Advisor shall deliver any Excluded Information for posting to the Certificate Administrator’s Website to the Certificate Administrator in accordance with Section 3.32 hereof. For the avoidance of doubt, the Certificate Administrator’s obligation to segregate any information delivered to it under the “Excluded Information” tab on the Certificate Administrator’s Website shall be triggered solely by such information being delivered in the manner provided in Section 3.32 hereof.

  • Covered information as used in this paragraph includes any and all information concerning a student by which a student may be individually identified and includes “Covered Information” as defined in 105 ILCS 85/5 as amended, “School Student Records” as defined in 105 ILCS 10/2 and “Personally Identifiable Information” as defined in 34 C.F.R. 99.3. For purposes of this Addendum Customer Personal Data (as defined in the Agreement) will have the same meaning as Covered information.

  • Derived Information means such written information regarding the Notes as is disseminated by any Underwriter to a potential investor, which information is not any of (A) Issuer Information, (B) Prepricing Information or (C) contained in the Registration Statement, the Preliminary Prospectus, the Ratings Free Writing Prospectus or the Prospectus or any amendment or supplement to any of them, taking into account information incorporated therein by reference (other than information incorporated by reference from any information regarding the Notes that is disseminated by any Underwriter to a potential investor); and

  • Licensed Information means any information concerning the Licensed Program, which is owned by the Licensor and is licensed to the Licensee together with the Licensed Program. Licensed Information includes such information as input form, user manual, interface format and input/output format and is delivered to and used by the Licensee as confidential information or proprietary property of the Licensor.

  • Required Information has the meaning set forth in Section 6.1.

  • Buyer Confidential Information shall have the meaning set forth in Section 5.1.

  • Requested Information has the meaning set forth in Section 4.3(a).

  • Specified Information means information in a children's protective services case record related specifically to the department's actions in responding to a complaint of child abuse or child neglect. Specified information does not include any of the following:

  • Seller Confidential Information has the meaning set forth in Section 6.4.3.

  • Purchaser Confidential Information means all confidential or proprietary documents and information concerning the Purchaser or any of its Representatives; provided, however, that Purchaser Confidential Information shall not include any information which, (i) at the time of disclosure by the Company, the Seller Representative or any of their respective Representatives, is generally available publicly and was not disclosed in breach of this Agreement or (ii) at the time of the disclosure by the Purchaser or its Representatives to the Company, the Seller Representative or any of their respective Representatives, was previously known by such receiving party without violation of Law or any confidentiality obligation by the Person receiving such Purchaser Confidential Information. For the avoidance of doubt, from and after the Closing, Purchaser Confidential Information will include the confidential or proprietary information of the Target Companies.

  • Company Confidential Information means all confidential or proprietary documents and information concerning the Target Companies or any of their respective Representatives, furnished in connection with this Agreement or the transactions contemplated hereby; provided, however, that Company Confidential Information shall not include any information which, (i) at the time of disclosure by the Purchaser or its Representatives, is generally available publicly and was not disclosed in breach of this Agreement or (ii) at the time of the disclosure by the Company or its Representatives to the Purchaser or its Representatives was previously known by such receiving party without violation of Law or any confidentiality obligation by the Person receiving such Company Confidential Information.

  • Background Information means various types of information provided by the Sponsors and is defined in RFP Section 2.4(1)(b);

  • Disclosed Information means the information disclosed by a Party for the purpose of settlement, negotiation, Mediation or Arbitration;

  • Information has the meaning specified in Section 10.07.

  • Foreground Information means all Intellectual Property first conceived, developed, produced or reduced to practice as part of the Work under the Contract;

  • Restricted Information means any information which is disclosed to one party to this Agreement by the other pursuant to or in connection with this Agreement (whether orally or in writing, and whether or not such information is expressly stated to be confidential or marked as such);

  • Fund Confidential Information means Confidential Information for which the Fund is the Disclosing Party.

  • Confidential Information Breach means, generally, an instance where an unauthorized person or entity accesses Confidential Information in any manner, including but not limited to the following occurrences: (1) any Confidential Information that is not encrypted or protected is misplaced, lost, stolen or in any way compromised; (2) one or more third parties have had access to or taken control or possession of any Confidential Information that is not encrypted or protected without prior written authorization from the State; (3) the unauthorized acquisition of encrypted or protected Confidential Information together with the confidential process or key that is capable of compromising the integrity of the Confidential Information; or (4) if there is a substantial risk of identity theft or fraud to the client, the Contractor, the Department or State.

  • De-identified information means health information that

  • Additional Designated Information As defined in Section 11.02.

  • Transaction Information means any information provided to any Rating Agency, in each case, to the extent related to such Rating Agency providing or proposing to provide a rating of any Notes or monitoring such rating including, without limitation, information in connection with the Borrower, the Originator, the Servicer or the Receivables.