thereof is hereby expressly permitted by the Loan Parties to refer to
any Loan Party and any of their respective Subsidiaries in connection with any
promotion or marketing undertaken by such Agent, Lender or Affiliate and, for
such purpose, such Agent, Lender or Affiliate may utilize any trade name,
trademark, logo or other distinctive symbol associated with such Loan Party or
such Subsidiary or any of their businesses, in each case, upon prior written
notice to the Loan Parties, and (B) no Agent or Lender shall have any obligation
to keep information confidential if such information:
(i) is or becomes public
or known to participants in the Borrower's industry from a source other than an
Agent, a Lender or an Agent's or a Lender's legal or financial advisors; (ii)
is, was or becomes known on a non-confidential basis to or discovered by an
Agent, Lenders or any of their legal or financial advisors independently from
communications by or on behalf of any Loan Party; or (iii) is independently
developed by an Agent without use of such confidential information, provided
that the source of such information was not actually known by the disclosing
Agent, Lender or Affiliate to be bound by a confidentiality agreement with (or
subject to any other contractual, legal or fiduciary obligation of
confidentiality to) the relevant Loan Party.
EACH LENDER ACKNOWLEDGES THAT CONFIDENTIAL INFORMATION (AS DEFINED IN THIS
SECTION 11.16) FURNISHED TO IT PURSUANT TO THIS AGREEMENT MAY INCLUDE MATERIAL
NON-PUBLIC INFORMATION CONCERNING THE BORROWER AND ITS RELATED PARTIES OR THEIR
RESPECTIVE SECURITIES, AND CONFIRMS THAT IT HAS DEVELOPED COMPLIANCE PROCEDURES
REGARDING THE USE OF MATERIAL NON-PUBLIC INFORMATION AND THAT IT WILL HANDLE
SUCH MATERIAL NON-PUBLIC INFORMATION IN ACCORDANCE WITH THOSE PROCEDURES AND
APPLICABLE LAW, INCLUDING FEDERAL AND STATE SECURITIES LAWS.
ALL INFORMATION, INCLUDING AMENDMENTS AND WAIVERS, FURNISHED BY THE LOAN PARTIES
OR ANY AGENT PURSUANT TO, OR IN THE COURSE OF ADMINISTERING, THIS AGREEMENT,
WILL BE SYNDICATE-LEVEL INFORMATION, WHICH MAY CONTAIN MATERIAL NON-PUBLIC
INFORMATION ABOUT THE LOAN PARTIES AND THEIR RELATED PARTIES OR THEIR RESPECTIVE
SECURITIES.
ACCORDINGLY, EACH LENDER REPRESENTS TO THE LOAN PARTIES AND THE
AGENTS THAT IT HAS IDENTIFIED IN ITS ADMINISTRATIVE QUESTIONNAIRE A CREDIT
CONTACT WHO MAY RECEIVE INFORMATION THAT MAY CONTAIN MATERIAL NON-PUBLIC
INFORMATION IN ACCORDANCE WITH ITS COMPLIANCE PROCEDURES AND APPLICABLE LAW.
SECTION 11.17
Press Releases, etc.
Each Loan Party will not, and will
not permit any of its respective Subsidiaries to, directly or indirectly,
publish any press release or other similar public disclosure or announcements
(including any marketing materials) regarding this Agreement, the other Loan
Documents or any of the transactions contemplated by this Agreement, without the
prior written consent of the Administrative Agent, which consent shall not be
unreasonably withheld, conditioned, delayed or burdened.
127
CONFIDENTIAL TREATMENT REQUESTED BY CINEDIGM DIGITAL CINEMA CORP.
OF CERTAIN PORTIONS OF THIS AGREEMENT IN ACCORDANCE WITH RULE 24B-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934.
SECTION 11.18
Releases of Guarantees and Liens.
(a)
Notwithstanding anything to the contrary contained herein or in