Permitted Confidentiality Agreement definition

Permitted Confidentiality Agreement has the meaning set forth in Section 7.2(b)(i).
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Permitted Confidentiality Agreement means any non-disclosure or confidentiality agreement entered into (a) with respect to Xxxxxx Partner, by Xxxxxx Partner as required by Section 4.5(c) or (b) with respect to Remainco, by Remainco as required by Section 4.5(e). “Permitted Encumbrances” means (a)(i) in the case of the members of the Spinco Group, Encumbrances disclosed in the Spinco Reference Balance Sheet or notes thereto and (ii) in the case of the members of the Merger Partner Group, Encumbrances disclosed or securing amounts reflected in the balance sheet of Merger Partner included in Merger Partner’s Quarterly Report on 10-Q for the quarter ended September 30, 2023; (b) (i) in the case of the members of the Spinco Group, equipment leases that are classified as capital leases in the Spinco Reference Balance Sheet or notes thereto and (ii) in the case of the members of the Merger Partner Group, Encumbrances disclosed in the balance sheet of Merger Partner included in Merger Partner’s Quarterly Report on 10-Q for the quarter ended September 30, 2023; (c) purchase money security interests for inventory and supplies purchased for the Spinco Business or the Merger Partner Business; (d) interests of customers in any goods identified to a contract of sale; (e)(i) in the case of the members of the Spinco Group, Encumbrances for Taxes, assessments or other governmental charges or levies that are not yet due or payable or that are being contested in good faith by appropriate proceedings to the extent adequate reserves in respect thereof have been established and taken into account as a Liability in preparing the Spinco Reference Balance Sheet or notes thereto, and (ii) in the case of the members of the Merger Partner Group, Encumbrances disclosed or securing amounts reflected
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Related to Permitted Confidentiality Agreement

  • Existing Confidentiality Agreement shall have the meaning set forth in Section 6.6.

  • Acceptable Confidentiality Agreement means a confidentiality agreement that contains provisions that are no less favorable in the aggregate to the Company than those contained in the Confidentiality Agreements; provided, that such agreement and any related agreements shall not include any provision calling for any exclusive right to negotiate with such party or having the effect of prohibiting the Company from satisfying its obligations under this Agreement.

  • Confidentiality Agreements has the meaning set forth in Section 5(d).

  • Confidentiality Agreement has the meaning set forth in Section 6.3.

  • Continuing Disclosure Agreement means the Continuing Disclosure Agreement, as it may be modified from the form on file with the Clerk of Council and signed by the Mayor and the Fiscal Officer in accordance with Section 6, which shall constitute the continuing disclosure agreement made by the City for the benefit of holders and beneficial owners of the Bonds in accordance with the Rule.

  • Nondisclosure Agreement shall have the meaning set forth in Section 6.2.

  • Confidentiality Period means, (A) with respect to Confidential Information (other than trade secrets), during the term of the Service Term and for a period of one (1) year after termination of the Service Term, and (B) with respect to trade secrets, during the term of the Service Term and for such period thereafter as the information in question falls within the definition of trade secrets under prevailing law.

  • Internal confidentiality agreement or statement means a confidentiality agreement or any other written statement that the contractor requires any of its employees or subcontractors to sign regarding nondisclosure of contractor information, except that it does not include confidentiality agreements arising out of civil litigation or confidentiality agreements that contractor employees or subcontractors sign at the behest of a Federal agency.

  • Confidentiality Undertaking means a confidentiality undertaking in substantially the appropriate form recommended by the LMA from time to time or in any other form agreed between the Borrowers and the Facility Agent.

  • Non-Disclosure Agreement has the meaning set forth in Section 12.16.

  • Exclusivity Agreement , in relation to land, means an agreement, by the owner or a lessee of the land, not to permit any person (other than the persons identified in the agreement) to construct a solar pv station on the land;”;

  • Non-Competition Agreement has the meaning set forth in Section 2.1 of this Agreement.

  • Noncompetition Agreement has the meaning stated in Section 2.1.

  • Collaboration Agreement has the meaning set forth in the Recitals.

  • Noncompetition Agreements as defined in Section 2.8(a)(iv). "Occupational Safety and Health Law"--any law or regulation designed to provide safe and healthy working conditions and to reduce occupational safety and health hazards, and any program, whether governmental or private (including those promulgated or sponsored by industry associations and insurance companies), designed to provide safe and healthful working conditions.

  • Non-Competition Agreements has the meaning set forth in the Recitals.

  • Continuing Disclosure Undertaking means the Continuing Disclosure Undertaking of the Issuer, in substantially the form attached hereto as Exhibit 1, dated the Closing Date, for the purpose of providing continuing disclosure information under Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as may be amended from time to time.

  • Confidentiality means that only people who are authorised to use the data can access it.

  • 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.

  • Third Party Agreement means an agreement with an Underwriting Third Party and/or a Claims Third Party.

  • Cooperation Agreement means that certain Mortgage Loan Cooperation Agreement, dated as of the Closing Date, among Borrower, Lender and Sponsor, as the same may from time to time be amended, restated, replaced, supplemented or otherwise modified in accordance herewith.

  • Transition Agreement has the meaning set forth in Section 12.8.1.

  • Tri-Party Agreement shall have the meaning set forth in Section 6.4 hereof.

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Cooperative Agreement means a Financial Assistance instrument used by DOE to transfer money or property when the principal purpose of the transaction is to accomplish a public purpose of support or stimulation authorized by Federal statute, and Substantial Involvement (see definition below) is anticipated between DOE and the Applicant during the performance of the contemplated activity.

  • SPS Agreement means the Agreement on the Application of Sanitary and Phytosanitary Measures which is a part of the WTO Agreement; Subheading means the first six digits in the tariff classification number under the HS; Territory means: