EFTA01368389.pdf

(a) in connection with the investigation or defense of any actual or threatened proceeding. inquiry or investigation by any inch organization or atahority, or (b) in connection with any actual or threatened proceeding or arbitration to which at least both Client and DR are pante& or we joined. 11.3 Client consents to time disclosure of Confidential information and other information to third parties to the extent required by the CFA, thin CPTC Regulations Dr other applicable law, regulation or legal process, including but not limited to disclosures of real-time and swap data itporting information to a swap data repository• and large trader reporting information to the CFTC. Client acknowledges that such disclosures could result in information becoming available to the public. 11.4 Client agrees that-any information provided to DB from time to time that is generally available publicly al the time such information is provided, or that later becomes generally available publicly (other than as a result of a breach of any express agreement between >ou and us or applicable law by us). is not considered Confidential Information even if marked confidential. 11.5 Client conscntsto and agree that, with respect to any blemretion provided by Client to DB ham time to time (including, without limitation. Confidential Information), DB is authorized to disclose such information to its affiliates and its and their respective agents, advisors, and third- party service providers in connection with: (a) rite provision by DB or its affiliates of any products or services to Client; (b) the performance of obligations or exercise of rights under such products or services by Client or by DB or its affiliates; (c) complying with DB's or its affiliges' intemai legal, compliance, accounting or Sic management policies; or (d) hedging or mitigating any exposure created by a swap (including anticipatory hedging). 12. REGULATORY REPORTING. 12. 1 Client agrees that DB shall be the Reporting Counterparty in respect of all swaps entered into pursuant to this Addendum. 12.2 Client agrees that, in respect of any International Swap entered into pursuant to this Addendum. if Client is for any reason determined to be the reporting counterpany for such international Swap under applicable local law or regulation in a non-US jurisdiction, Client will notify DB as soon as practicable of: (a) the identity of each non-US trade repository not registered with.the CFTC to which Client has reported such International Swap, and (b) the swap identifier used by such non-US trade repository to Identify the International Swap. 12.3 Client agrees that, upon the occurrence of any Lift Cycle Event relating to a corporate event with respect to Client or any of Client's affiliates in respect ofa swap entered into with DB covered by this Addendum, Client will, as soon as practicable, but in no event later titan the close of business on the first New York business day following the day on which such Life Cycle ENent own, notify DB of the. occurrence ofsuch Life Cycle Even and provide in such notice sufficient detail regarding such Life Cycle Event to allow DB to comply with any regulatory mowing requirements imposed on it. 6191442 PARTS —PACE It CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0060114 CONFIDENTIAL SDNY_GM_00206298 EFTA01368389