1Treatment of Confidential Information. Each Party, as a receiving party (a “Receiving Party”), agrees that it will (a) treat Confidential Information of the other Party (the “Disclosing Party”) as strictly confidential; (b) protect the Confidential Information of the Disclosing Party with at least the same degree of care as it protects its own confidential and proprietary information, and in any event with not less than a reasonable degree of care; (c) not disclose such Confidential Information to Third Parties without the prior written consent of the Disclosing Party, except as may be permitted in this Agreement; provided that any disclosure permitted hereunder shall be under confidentiality agreements with provisions at least as stringent as those contained in this Agreement; and (d) not use such Confidential Information for purposes other than those authorized expressly in this Agreement. The Receiving Party agrees to ensure that its employees who have access to Confidential Information are obligated in writing to abide by written confidentiality obligations at least as stringent as those contained under this Agreement.
1Treatment of Confidential Information. The Recipient must, and must ensure that its Related Parties, Representatives and Professional Advisers must: keep the Confidential Information strictly private and confidential and, subject to the terms of this Agreement, not directly or indirectly disclose or publish the Confidential Information, without the consent of the Discloser; not do anything to cause or constitute a breach of any applicable xxxxxxx xxxxxxx or market abuse laws or regulations (or their equivalent) in relation to the Confidential Information; maintain reasonably effective security measures to safeguard all Confidential Information from unauthorised access, use, copying, disclosure, damage or destruction; notify the Discloser of any breach or suspected breach of this Agreement or any infringement or suspected infringement of confidentiality in connection with the Confidential Information by the Recipient or any person to whom the Recipient has disclosed the Confidential Information, as soon as it becomes aware of it; comply with any reasonable request from the Discloser in respect of the Confidential Information, including a request to prevent or restrain a breach or suspected breach of this Agreement or any infringement or suspected infringement of the Discloser’s rights by the Recipient or any person to whom the Recipient has disclosed the Confidential Information, whether by court proceedings or otherwise; and not reproduce in any form any part of a document which contains, is based on or utilises the Confidential Information, other than for the Express Purpose, without the prior written consent of the Discloser.
1Treatment of Confidential Information. The Parties agree that during the Term, and for a period of [**] years after the Term expires in the last country in which it expires or is terminated, a Party receiving Confidential Information of the other Party shall (a) maintain in confidence such Confidential Information to the same extent such Party maintains its own most highly confidential proprietary information (but at a minimum each Party shall use Commercially Reasonable Efforts), (b) not disclose such Confidential Information to any Third Party without prior written consent of the other Party, and (c) not use such Confidential Information for any purpose except those permitted by this Agreement or the KHK Agreement.
1Treatment of Confidential Information. During the Term and for a period of […***…] years thereafter, each Party shall maintain Confidential Information of the other Party in confidence, and shall not disclose, divulge or otherwise communicate such Confidential Information to any Third Party, or use it for any purpose other than as permitted under this Agreement or in connection with the development, manufacture, marketing, promotion, distribution or sale of the Products pursuant to this Agreement, and each Party agrees to exercise its reasonable efforts to prevent and restrain the unauthorized disclosure of such Confidential Information by any of its directors, officers, employees, or permitted Third Parties. If, in the opinion of the receiving Party’s counsel, any of the disclosing Party’s Confidential Information is required to be disclosed pursuant to law, regulation, or court order, the receiving Party shall give the disclosing Party prompt, written notice and, to the extent practical and consistent with the receiving Party’s legal obligations (as determined in good faith by counsel to the receiving Party) withhold disclosure to allow the disclosing Party to take whatever action it reasonably deems necessary to protect its Confidential Information. In the event that (i) no protective order or other remedy is obtained, or (ii) the disclosing Party waives compliance with the terms of this Article 9 ( Confidential Information ), or (iii) in the good faith opinion of counsel to the receiving Party, disclosure of the disclosing Party’s Confidential information can or should not be withheld to allow (i) or (ii) above, then in each case the receiving Party will furnish only that portion of the Confidential Information which receiving Party is advised by counsel is legally required. Notwithstanding the foregoing, the receiving Party may disclose the disclosing Party’s Confidential Information to the extent that such:
1Treatment of Confidential Information. The Receiving Party shall (a) use such Confidential Information solely and exclusively in connection with the exercise of its rights and discharge of its obligations under this Agreement and (b) not disclose such Confidential Information without the prior written consent of the Disclosing Party to any Person other than its Affiliates and those of its and/or its Affiliates’ agents and representatives who need to know such Confidential Information in order to perform activities under or in connection with this Agreement and are subject to confidentiality obligations at least as stringent as those set forth herein.
