FVE » Topics » Section 13.8. Confidentiality.

This excerpt taken from the FVE 8-K filed May 13, 2005.

Section 13.8. Confidentiality.

The Lender shall use reasonable efforts to assure that information about the Borrower, the other Loan Parties and other Subsidiaries, and their operations, affairs and financial condition, not generally disclosed to the public, which is furnished to the Lender pursuant to the provisions of this Agreement or any other Loan Document, is used only for the purposes of this Agreement and the other Loan Documents and shall not be divulged to any Person other than the Lender and its agents and employees who are actively and directly participating in the evaluation, administration or enforcement of the Loan Documents and other transactions between the Lender and the Borrower, but in any event the Lender may make disclosure: (a) to any of its affiliates (provided they shall be notified of the confidential nature of the information); (b) as reasonably requested by any bona fide Assignee, Participant or other transferee in connection with the contemplated transfer of any portion of the Commitment or participations therein as permitted hereunder (provided they shall agree to keep such information confidential in accordance with the terms of this Section); (c) as required or requested by any Governmental Authority or representative thereof or pursuant to legal process or in connection with any legal proceedings; (d) to the Lender’s independent auditors and other professional advisors (provided they shall be notified of the confidential nature of the information); (e) while an Event of Default exists, to any other Person, in connection with the exercise by the Lender of its rights or remedies hereunder or under any of the other Loan Documents; (f) upon the Borrower’s prior consent (which consent shall not be unreasonably withheld), to any contractual counter-parties to any swap or similar hedging agreement or to any rating agency; and (g) to the extent such information (x) becomes publicly available other than as a result of a breach of this Section or (y) becomes available to the Lender on a nonconfidential basis from a source other than the Borrower or any Affiliate. The parties hereto acknowledge that information provided to the Lender in connection with the transactions described in this Agreement may contain confidential patient information. The Borrower shall cause any such information to be clearly and conspicuously marked with a legend to the effect of “Contains Confidential Patient Information.” Without limiting the other provisions of this Section, the Lender agrees to comply with all Applicable Laws regarding confidential patient information, if any, it receives in connection with the transactions described in this Agreement.


This excerpt taken from the FVE 10-K filed Mar 29, 2005.
Confidentiality.  The Purchaser agrees to treat any information which it obtains pursuant to this Article III as




confidential and shall not disclose any such information to any Person, provided there shall be no obligation to treat as confidential information that (a) was publicly known or otherwise known to the Purchaser prior to the time of such disclosure or (b) subsequently becomes known through no act or omission by the Purchaser.  Notwithstanding the foregoing, the Purchaser may deliver copies of such information to (i) the Purchaser’s directors, officers, employees, and to its agents and professional consultants, (ii) any Person to whom the Purchaser offers to sell any of the Properties, provided that said Persons agree to be bound by the terms hereof regarding such information, (iii) any federal or state regulatory authority having jurisdiction over the Purchaser and which requires such disclosure or (iv) any other Person to which such disclosure or disclosure may be necessary or appropriate (A) in compliance with any law, rule, regulation or order applicable to such Person, (B) in response to any subpoena or other legal process, or (C) to the extent that the Purchaser reasonably determines disclosure is necessary in the enforcement of or for the protection of its rights and remedies under this Agreement.




May 13, 2005
Mar 29, 2005
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