Additional Disclosures. In addition to disclosures allowed under clause 8.4: (a) Orchard may disclose Confidential Information of BioMedica to the extent such disclosure is necessary in connection with exercising or sublicensing (or potential sublicensing) the rights granted under this Agreement, provided that: (i) the provisions of clauses 3.1(a)(iii)(B), 3.3(c) and 4.5(c) are have been complied with where applicable; and (ii) in all other events, such disclosure is made only under obligations of confidence and non-use at least as stringent as set out in this Agreement. (b) BioMedica may disclose Orchard Arising IP to the extent such disclosure is necessary in connection with: (i) obtaining patent protection with respect to such Orchard Arising IPR; (ii) [***]; (c) BioMedica may disclose, to any licensor or assignor of Intellectual Property Rights to BioMedica, financial Confidential Information of Orchard provided to BioMedica under this Agreement to the extent required and for the specific purpose of enabling BioMedica to comply with its contractual royalty reporting obligations to any such licensor or assignor of Intellectual Property Rights to BioMedica; provided that any such disclosure is made only under obligations of confidence and non-use at least as stringent as set out in this Agreement. (d) Each Party and its Affiliates may disclose the existence of this Agreement to financial or institutional potential and actual investors or potential purchasers of the business of such Party or its Affiliates in connection with: (i) the raising of finance; (ii) the sale of any equity interest in such Party or its Affiliates: or (iii) the sale of the business or relevant part of the business of the Party or its Affiliates.
Appears in 3 contracts
Samples: Licence and Development Agreement, Licence and Development Agreement (Orchard Rx LTD), Licence and Development Agreement (Orchard Rx LTD)