Common use of Commercial Considerations Clause in Contracts

Commercial Considerations. Nothing in this Agreement shall prevent a Party or its Affiliates from disclosing Confidential Information of the other Party or its Affiliates to (i) governmental agencies to the extent required to secure government approval for the development, manufacture or sale of Collaboration Product in the Territory, (ii) Third Parties acting on behalf of Calico, to the extent reasonably necessary for the development, manufacture or sale of Collaboration Product in the Territory, (iii) Third Parties requesting clinical trial data information (in accordance with Calico’s then-current data sharing policy), (iv) Third Parties to the extent reasonably necessary to market the Collaboration Product in the Territory or (v) in connection with due diligence by an actual or prospective, bona-fide Third Party investor, acquirer or Sublicensee under an appropriate confidentiality agreement with confidentiality terms no less restrictive than those contained herein. The Receiving Party may disclose Confidential Information of the Disclosing Party to the extent that such Confidential Information is required to be disclosed by the Receiving Party to comply with Applicable Law, to defend or prosecute litigation or to comply with governmental regulations; provided that the Receiving Party provides prior written notice of such disclosure to the Disclosing Party and, to the extent practicable, takes reasonable and lawful actions to minimize the degree of such disclosure. In addition, C4T may provide a copy of this Agreement to DFCI, redacted of (a) financial terms, (b) the identify of Collaboration Targets and (c) the Target Evaluation Research Plans and Joint Research Plans, and may disclose the existence and terms of this Agreement to DFCI and to potential financing sources; provided that in each case such provision or disclosure is under a confidentiality agreement having terms and conditions at least as stringent as those contained in this Agreement.

Commercial Considerations. Nothing in this Agreement shall prevent a Party Roche or its Affiliates from disclosing Confidential Information of the other Party or its Affiliates 4DMT to (i) governmental agencies to the extent required or desirable to secure government approval for the development, manufacture or sale of Collaboration Product Licensed Products in the TerritoryField, (ii) Third Parties acting on behalf of CalicoRoche, to the extent reasonably necessary for the development, manufacture or sale of Collaboration Product Licensed Products in the TerritoryField, (iii) Third Parties requesting clinical trial data information (in accordance with CalicoRoche’s then-current data sharing policy), ) or (iv) Third Parties to the extent reasonably necessary to market the Collaboration Product Licensed Products in the Territory Field or (v) by 4DMT to Third Parties in connection with due diligence by an actual or prospective, bonafurtherance of 4DMT’s activities and retained rights outside the Field and retained rights for Non-fide Third Party investor, acquirer or Sublicensee under an appropriate confidentiality agreement with confidentiality terms no less restrictive than those contained hereinOptionable 4DMT Product Classes within the Field. The Receiving Party may disclose Confidential Information of the Disclosing Party to the extent that such Confidential Information is required to be disclosed by the Receiving Party to comply with Applicable Law, to defend or prosecute litigation or to comply with governmental regulations; , provided that the Receiving Party provides prior written notice of such disclosure to the Disclosing Party and, to the extent practicable, takes reasonable and lawful actions to minimize the degree of such disclosure. In addition, C4T 4DMT may provide a copy disclose the results of this Agreement to DFCI, redacted of the Collaboration as follows: (a) financial termssubject to Roche’s prior written approval which shall not unreasonably be withheld, in presentations prepared for investors and/or prospective investors, 4DMT may disclose de-identified data (including de-identified results generated under the Collaboration with regard to Variants identified or tested under the Collaboration), and (b) to Third Parties in furtherance of 4DMT’s activities and retained rights outside the identify of Collaboration Targets Field and (c) retained rights for Non-Optionable 4DMT Product Classes within the Target Evaluation Research Plans and Joint Research Plans, and may disclose the existence and terms of this Agreement to DFCI and to potential financing sources; provided that in each case such provision or disclosure is under a confidentiality agreement having terms and conditions at least as stringent as those contained in this AgreementField.

Commercial Considerations. Nothing in this Agreement shall prevent a Party Millendo or its Affiliates from disclosing Confidential Information of the other Party or its Affiliates Roche to (i) governmental agencies to the extent required or desirable to secure government approval for the development, manufacture or sale of Collaboration Product Products in the TerritoryTerritory or in connection with the Handling of the Roche Patent Rights in the event such Handling has been assigned to Millendo, (ii) Third Parties acting on behalf of CalicoMillendo, to the extent reasonably necessary for the development, manufacture or sale of Collaboration Product Products in the Territory, (iii) Third Parties requesting clinical trial data information (to the extent reasonably necessary to market any Product in accordance with Calico’s then-current data sharing policy)the Territory, (iv) Third Parties to the extent reasonably necessary to market the Collaboration Product in the Territory connection with a prospective or actual Partner Agreement, (v) Third Parties to the extent reasonably necessary to otherwise carry out its obligations or exercise its rights under this Agreement, (vi) in connection with due diligence by an a prospective or actual financing, investment in or prospectiveChange of Control of Millendo, bona-fide Third Party investor, acquirer provided that any such disclosures are subject to confidentiality obligations at least as onerous as those set forth in this Agreement (other than with respect to the length of the term of such obligations) or Sublicensee under an appropriate confidentiality agreement (vii) OvaScience in connection with confidentiality terms no less restrictive than those contained hereinthe IPO. The Receiving Party may disclose Confidential Information of the Disclosing Party to the extent that such Confidential Information is required to be disclosed by the Receiving Party to comply with Applicable Law, to defend or prosecute litigation or to comply with governmental regulations; regulations or applicable regulations of a stock exchange, provided that the Receiving Party provides prior written notice of such disclosure to the Disclosing Party and, to the extent practicable, takes reasonable and lawful actions to minimize the degree of such disclosure. In addition, C4T may provide a copy of this Agreement disclosure particularly with regard to DFCI, redacted of (a) the financial terms, (b) the identify of Collaboration Targets and (c) the Target Evaluation Research Plans and Joint Research Plans, and may disclose the existence and terms of this Agreement to DFCI and to potential financing sources; provided that in each case ensure such provision or disclosure disclosed Confidential Information is under a confidentiality agreement having terms and conditions at least as stringent as those contained in this Agreementtreated confidentially.