36.2.2  Requirement for consent

Any matter which the parties agree should remain confidential must not be disclosed to any person by either party without the prior written consent of the other, except in specific circumstances including:

(a)  any disclosure required by Law, or legally binding statutory approval, or other government-wide policy directive on disclosure of information on government contracts with the private sector;

(b)  information already in the public domain;

(c)  any disclosure required by any applicable stock exchange listing rules;

(d)  any disclosure to solicitors, barristers or other professional advisers under a duty of confidentiality;

(e)  any disclosure to a banker or other financial institution relevant to a party, to the extent required for the purpose of raising funds or maintaining compliance with credit agreements, or in respect of a permitted syndication;

(f)  any disclosure by the private party to a related body corporate of the private party as necessary for the related body corporate to perform its obligations under the project agreement, or other Project Contracts, subject to the related body corporate providing a covenant to maintain confidentiality which is satisfactory to government;

(g)  any disclosure of information to any prospective or actual permitted assigns or investors in, or shareholders of, the private party (and their respective financiers), subject to such purchaser providing a covenant to maintain confidentiality which is satisfactory to government;

(h)  any disclosure required in connection with permitted re-tendering or any benchmarking or market testing;

(i)  any disclosure amongst permitted government parties; and

(j)  any disclosure necessary for the registration or recording of documents where required.