PROPRIETARY INFORMATION OF THIRD PERSONS TO
WHICH ANY MEMBER OF ITS GROUP HAS ACCESS, IN ACCORDANCE WITH THE TERMS OF ANY
AGREEMENTS ENTERED INTO PRIOR TO THE CLOSING DATE BETWEEN MEMBERS OF THE OTHER
GROUP AND SUCH THIRD PERSONS.
(C)
DISCLOSURE OF CONFIDENTIAL INFORMATION WITHIN A GROUP. ONCE CONFIDENTIAL
INFORMATION HAS BEEN DISCLOSED TO A GROUP, THE MEMBERS OF SUCH GROUP MAY
DISCLOSE IT TO THEIR INDIVIDUAL EMPLOYEES SUBJECT TO THE OBLIGATIONS OF
CONFIDENTIALITY SET FORTH IN THIS SECTION 4.1.
SUCH GROUP MEMBERS MAY ALSO
DISCLOSE SUCH CONFIDENTIAL INFORMATION TO ITS REPRESENTATIVES. SUCH GROUP
MEMBERS SHALL ADVISE EACH RECIPIENT OF THE CONFIDENTIAL NATURE OF SUCH
CONFIDENTIAL INFORMATION, AND SHALL INSTRUCT EACH SUCH RECIPIENT TO COMPLY WITH
THE CONFIDENTIALITY OBLIGATIONS CONTAINED HEREIN; AND THE PARTY RESPONSIBLE FOR
SUCH GROUP MEMBER SHALL BE RESPONSIBLE FOR THE FAILURE OF ANY SUCH RECIPIENT TO
DO SO.
UPON A PARTY'S REQUEST, THE PARTY RECEIVING CONFIDENTIAL INFORMATION
SHALL REQUIRE ITS RECIPIENTS OF SUCH INFORMATION TO SIGN AN AGREEMENT OF
CONFIDENTIALITY AND NONDISCLOSURE SATISFACTORY TO THE REQUESTING PARTY.
THE
OBLIGATIONS OF THE RECEIVING PARTY WITH RESPECT TO SUCH RECIPIENT APPLY
REGARDLESS OF WHETHER SUCH RECIPIENT IS AN EMPLOYEE OF SUCH PARTY.
(D)
USE OF MATERIAL, NON-PUBLIC INFORMATION.
EACH PARTY ACKNOWLEDGES THAT IT
IS AWARE THAT THE INFORMATION MAY CONSTITUTE MATERIAL, NON-PUBLIC INFORMATION OF
ANOTHER PARTY.
EACH PARTY ACKNOWLEDGES AND AGREES TO ADVISE ITS
REPRESENTATIVES, THE MEMBERS OF ITS GROUP AND THEIR RESPECTIVE REPRESENTATIVES
WHO ARE PROVIDED THE INFORMATION PURSUANT TO SECTION 4.1(C) TO KEEP THE
INFORMATION CONFIDENTIAL (AND THAT THE UNITED STATES SECURITIES LAWS MAY
PROHIBIT ANY PERSON WHO HAS MATERIAL, NON-PUBLIC INFORMATION ABOUT A COMPANY
FROM PURCHASING OR SELLING SECURITIES OF SUCH COMPANY OR FROM COMMUNICATING SUCH
INFORMATION WHILE THE INFORMATION IS MATERIAL TO ANY OTHER PERSON UNDER
CIRCUMSTANCES IN WHICH IT IS REASONABLY FORESEEABLE THAT SUCH PERSON IS LIKELY
TO PURCHASE OR SELL SUCH SECURITIES).
4.2.
LEGALLY REQUIRED DISCLOSURE OF INFORMATION. IF ANY PARTY OR ANY OF
ITS RESPECTIVE GROUP MEMBERS OR REPRESENTATIVES BELIEVES IT IS LEGALLY REQUIRED
TO DISCLOSE ANY INFORMATION (THE "DISCLOSING PARTY") THAT IT IS OTHERWISE
OBLIGATED TO HOLD IN CONFIDENCE PURSUANT TO SECTION 4.1 (INCLUDING AS REASONABLY
DETERMINED BY THE DISCLOSING PARTY UNDER APPLICABLE SECURITIES OR TAX LAWS AND
REGULATIONS OR APPLICABLE RULES AND REGULATIONS OF THE NEW YORK STOCK EXCHANGE
OR ANY OTHER STOCK EXCHANGE ON WHICH THE SECURITIES OF CLOUD PEAK ARE THEN
TRADED), SUCH PARTY SHALL PROMPTLY NOTIFY THE PERSON THAT OWNS OR HAS A DUTY NOT
TO DISCLOSE THE INFORMATION (THE "OWNING PARTY"), PROVIDE THE OWNING PARTY WITH
THE TEXT OF THE PROPOSED DISCLOSURE AS FAR IN ADVANCE OF ITS DISCLOSURE AS IS
REASONABLY PRACTICABLE AND USE ALL REASONABLE BEST EFFORTS TO COOPERATE WITH AND
OTHERWISE SUPPORT THE OWNING PARTY SO THAT THE OWNING PARTY MAY SEEK A
PROTECTIVE ORDER OR OTHER APPROPRIATE PROTECTIVE REMEDY AND/OR WAIVE COMPLIANCE
WITH THIS SECTION 4.2.
ALL EXPENSES REASONABLY INCURRED BY THE DISCLOSING PARTY
IN SEEKING A PROTECTIVE ORDER OR OTHER REMEDY SHALL BE BORNE BY THE OWNING
PARTY.
IF SUCH