Attendance of Advisors and Confidentiality Sample Clauses

Attendance of Advisors and Confidentiality. Each party may, in its sole discretion and at its sole expense, invite such technical, financial, legal or other advisors as it deems reasonable and appropriate to any JDC meeting, provided, however, such advisors may not take part in any vote of the JDC. All representatives of each party and their advisors shall be subject to the non-disclosure and non-use obligations upon the parties under this Agreement. (i) Costs of Participation in JDC. Each party shall bear its own costs of participation in the JDC. For greater certainty, QLT shall not be required to pay RGX for its time or expenses involved in the participation on the JDC. Notwithstanding anything else to the contrary in this Article 2, in the event of a Change of Control of RGX or RGX becomes insolvent, is unable to pay its debts as they mature, is the subject of a petition in bankruptcy, whether voluntary or involuntary, or of any other proceeding under bankruptcy, insolvency or similar laws, makes an assignment for the benefit of creditors, is named in, or its property is subject to a suit for the appointment of a receiver, or is dissolved or liquidated, then QLT may, at its sole option, elect to disband and discontinue the JDC upon written notice to RGX. In such event, notwithstanding other terms in this Agreement that describe the responsibilities, authority of or reporting obligations to the JDC, QLT shall have the sole decision-making authority with respect to the research and development of the Collaboration Products; provided, [***] of this Agreement and (ii) provide to RGX and UW no later than 60 days following the end of each calendar year, an annual written report of QLT’s collaboration results and activities for such calendar year with respect to the then-current R&D Plan. 3. Manufacturing, Regulatory and Commercialization 3.1 Commercialization. QLT shall have the sole discretion and responsibility with respect to the commercialization of the Collaboration Products for use in the Field in the Territory, including manufacturing, sales and marketing responsibilities. Without limiting the generality of the foregoing, QLT shall be solely responsible for all costs of, and decisions regarding, the marketing of the Collaboration Products, including, without limitation: (a) the design, sale, price and promotion of the Collaboration Products; and (b) post-market surveillance of approved drug indications, as required or agreed as part of a marketing approval by any governmental regulatory authori...
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Attendance of Advisors and Confidentiality. Each party may, in its sole discretion and at its sole expense, invite such technical, financial, legal or other advisors as it deems reasonable and appropriate to any JDC meeting, provided, however, such advisors may not take part in any vote of the JDC. All representatives of each party and their advisors shall be subject to the non-disclosure and non-use obligations upon the parties under this Agreement.

Related to Attendance of Advisors and Confidentiality

  • Exceptions to Confidentiality The Receiving Party’s obligations set forth in this Agreement shall not extend to any Confidential Information of the Disclosing Party:

  • General Confidentiality (a) For purposes of this Agreement, “

  • Loyalty and Confidentiality a. During the term of this Agreement Executive: (i) shall devote all his time, attention, skill, and efforts to the faithful performance of his duties hereunder; provided, however, that from time to time, Executive may serve on the boards of directors of, and hold any other offices or positions in, companies or organizations which will not present any conflict of interest with the Company and the Bank or any of their subsidiaries or affiliates, unfavorably affect the performance of Executive’s duties pursuant to this Agreement, or violate any applicable statute or regulation and (ii) shall not engage in any business or activity contrary to the business affairs or interests of the Company and the Bank.

  • Maintenance of Confidentiality Each party agrees that it shall take reasonable measures to protect the secrecy of and avoid disclosure and unauthorized use of the Confidential Information of the other party. Without limiting the foregoing, each party shall take at least those measures that it takes to protect its own most highly confidential information and shall ensure that its employees who have access to Confidential Information of the other party have signed a non-use and non-disclosure agreement in content similar to the provisions hereof, prior to any disclosure of Confidential Information to such employees. Neither party shall make any copies of the Confidential Information of the other party unless the same are previously approved in writing by the other party. Each party shall reproduce the other party's proprietary rights notices on any such approved copies, in the same manner in which such notices were set forth in or on the original.

  • Investigation and Confidentiality (a) Prior to the Effective Time, each Party shall keep the other Party advised of all material developments relevant to its business and to consummation of the Merger and shall permit the other Party to make or cause to be made such investigation of the business and properties of it and its Subsidiaries and of their respective financial and legal conditions as the other Party reasonably requests, provided that such investigation shall be reasonably related to the transactions contemplated hereby and shall not interfere unnecessarily with normal operations. No investigation by a Party shall affect the representations and warranties of the other Party.

  • Access, Information and Confidentiality (i) From the Signing Date until the date on which all of the Preferred Shares have been redeemed in whole, the Company will permit, and shall cause each of the Company’s Subsidiaries to permit, Treasury, the Oversight Officials and their respective agents, consultants, contractors and advisors to (x) examine any books, papers, records, Tax returns (including all schedules attached thereto), data and other information; (y) make copies thereof; and (z) discuss the affairs, finances and accounts of the Company and the Company Subsidiaries with the personnel of the Company and the Company Subsidiaries, all upon reasonable notice; provided, that:

  • Waiver of Confidentiality The Borrower authorizes the Bank to discuss the Borrower's financial affairs and business operations with any accountants, auditors, business consultants, or other professional advisors employed by the Borrower, and authorizes such parties to disclose to the Bank such financial and business information or reports (including management letters) concerning the Borrower as the Bank may request.

  • Compliance and Confidentiality The Warrant Agent shall perform its duties under this Agreement in compliance with all applicable laws and keep confidential all information relating to this Agreement and, except as required by applicable law, shall not use such information for any purpose other than the performance of the Warrant Agent’s obligations under this Agreement.

  • Term of Confidentiality The obligations of this Article 5 shall continue for a period of **** following the expiration or termination of this Agreement.

  • Privacy and Confidentiality A. Contractors may use or disclose Medi-Cal PII only to perform functions, activities or services directly related to the administration of the Medi-Cal program in accordance with Welfare and Institutions Code section 14100.2 and 42 Code of Federal Regulations section 431.300 et.seq, or as required by law. Disclosures which are required by law, such as a court order, or which are made with the explicit written authorization of the Medi-Cal client, are allowable. Any other use or disclosure of Medi-Cal PII requires the express approval in writing of DHCS. Contractor shall not duplicate, disseminate or disclose Medi-Cal PII except as allowed in the Agreement.

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