Common use of Compliance with Regulatory Requirements Clause in Contracts

Compliance with Regulatory Requirements. 8.1 You undertake to comply with all legal and regulatory requirements and any code of practice or share dealing code or compliance manual issued by the Company or any relevant Group Company relating to transactions in securities and inside information and dealing in force from time to time including the Prospectus Regulation Rules, the Listing Rules (to the extent the Company has agreed to voluntarily comply with the Listing Rules or is otherwise subject to their application) and the Disclosure Guidance and Transparency Rules of the FCA, MAR, the Financial Services and Markets Act 2000 (as amended), the Criminal Justice Act 1993 and any other rules and regulations of or under the FCA or the Prudential Regulation Authority ("PRA") (if applicable) or any successor bodies exercising their functions and any other rules and regulations of any relevant regulatory authorities relevant to the Company and any Group Company with which you may be concerned (the "Regulatory Requirements"). 8.2 You acknowledge that you have been provided with details of the Regulatory Requirements and you have read and understood them. 8.3 By accepting this appointment you acknowledge that you are aware of the Regulatory Requirements and that a breach of the Regulatory Requirements may carry sanctions including criminal liability, disciplinary action by the relevant regulatory authority (civil liability, fines and public censure by the FCA and (where applicable) the PRA) and the immediate termination of your appointment. 8.4 Due to your position you will be named on the Company's list(s) of persons with access to inside information relating to the Company which can be made available to the FCA. 8.5 You acknowledge that the Company is subject to legal and regulatory obligations and guidance regarding the disclosure of certain details about its directors and is required to make certain announcements. You consent to any such disclosure, provided that the Company uses reasonable endeavours to notify you and, to the extent reasonably practicable, provides you with an opportunity to comment on the form of any proposed or required disclosure relating to you before it is made (subject always to the Company's legal and regulatory obligations and guidance).

Compliance with Regulatory Requirements. ‌ 8.1 You undertake to comply must, in performing your obligations and exercising your rights under this Agreement, comply, and ensure that your employees comply, with all legal applicable legislation, statutory instruments and regulatory requirements obligations, including:‌ (a) the Telecommunications Act including any codes or standards in force under Part 6 of that Act; (b) the Telecommunications (Consumer Protection and Service Standards) Xxx 0000 (Cth); (c) the Telecommunications (Interception and Access) Xxx 0000 (Cth); (d) the Competition and Consumer Xxx 0000 (Cth) and state and territory fair trading legislation; (e) the Privacy Xxx 0000 (Cth); (f) the Do Not Call Register Act 2006 (Cth); (g) the Spam Xxx 0000 (Cth); (h) legislation relating to health and safety; and (i) any code of practice or share dealing code or compliance manual issued by the Company relevant legislation, regulation, guidelines, codes, rules, determination, decision or any relevant Group Company relating to transactions in securities and inside information and dealing in force from time to time including the Prospectus Regulation Rules, the Listing Rules (to the extent the Company has agreed to voluntarily comply with the Listing Rules other instrument passed or is otherwise subject to their application) and the Disclosure Guidance and Transparency Rules of the FCA, MAR, the Financial Services and Markets Act 2000 (as amended), the Criminal Justice Act 1993 and made by any other rules and regulations of Government Agency or under the FCA or the Prudential Regulation Authority ("PRA") (if applicable) or any successor bodies exercising their functions and any other rules and regulations of any relevant regulatory authorities relevant to the Company and any Group Company with which you may be concerned (the "Regulatory Requirements")body. 8.2 You acknowledge must ensure that all persons used by you have been in connection with the sale of the Services are provided with details of appropriate and regular training on the Regulatory Requirements regulatory requirements specified in clause 8.1 as relevant to their role and you have read responsibilities, including in particular: (a) privacy obligations; (b) obligations relating to compliance with the Spam Xxx 0000 (Cth); (c) obligations relating to compliance with the Do Not Call Register Act 2006 (Cth); (d) door to door selling laws and understood themregulations; and (e) general obligations not to engage in misleading and deceptive conduct when marketing and promoting the Services (including, in particular, correctly describing the Services, the prices charged for the Services and your identity). 8.3 By accepting this appointment If you acknowledge that you are aware cause a person to make telemarketing calls in connection with the sale of the Regulatory Requirements and Services, you will take all reasonable steps to ensure that person complies with the Do Not Call Register Act 2006 (Cth), including: (a) maintaining a breach comprehensive record of all telemarketing activity performed under this Agreement; (b) supplying you with regular compliance reports throughout the term of the Regulatory Requirements may carry sanctions including criminal liability, disciplinary action by Agreement to enable you to assess your compliance with the relevant regulatory authority Do Not Call Register Act 2006 (civil liability, fines and public censure by Cth); and (c) only making telemarketing calls to numbers that have been verified as numbers that are not listed on the FCA and Do Not Call Register (where applicable) as defined in the PRA) and the immediate termination of your appointmentDo Not Call Register Xxx 0000 (Cth)). 8.4 Due You must, and must procure that all persons you use in connection with the sale of Services, comply with the Spam Xxx 0000 (Cth), including ensuring that: (a) all your relevant personnel have been adequately trained in order to your position understand and comply with the Spam Act 2003 (Cth); and (b) any electronic message that is sent by you will be named on to Customers or potential Customers: (i) identifies the Company's list(ssender and authoriser of the message; (ii) of persons with access includes accurate information about how the customer may contact the sender or authoriser; (iii) contains a functional unsubscribe mechanism; and (iv) is sent only to inside information relating Customers or potential Customers who have consented to receive the Company which can be made available to the FCArelevant electronic message. 8.5 You acknowledge that Each party must provide such assistance as the Company is subject other party reasonably requires to legal comply with applicable legislation and regulatory obligations and guidance regarding the disclosure of certain details about its directors and is statutory instruments, including assistance required to make certain announcements. You consent to any such disclosure, provided that the Company uses reasonable endeavours to notify you and, in relation to the extent reasonably practicable, provides you with an opportunity to comment on the form of any proposed or required disclosure obligations relating to you before it is made or arising under: (subject always to a) the Company's legal Integrated Public Number Database (as defined in the Telecommunications Act); (b) Emergency Call Services (as defined in the Telecommunications Act); and (c) Parts 13 and regulatory obligations and guidance).14 of the

Compliance with Regulatory Requirements. 8.1 You undertake to comply must, in performing your obligations and exercising your rights under this Agreement, comply, and ensure that your employees comply, with all legal applicable legislation, statutory instruments and regulatory requirements obligations, including: (a) the Telecommunications Act including any codes or standards in force under Part 6 of that Act; (b) the Telecommunications (Consumer Protection and Service Standards) Xxx 0000 (Cth); (c) the Telecommunications (Interception and Access) Xxx 0000 (Cth); (d) the Competition and Consumer Xxx 0000 (Cth) and state and territory fair trading legislation; (e) the Privacy Xxx 0000 (Cth); (f) the Do Not Call Register Act 2006 (Cth); (g) the Spam Xxx 0000 (Cth); (h) legislation relating to health and safety; and (i) any code of practice or share dealing code or compliance manual issued by the Company relevant legislation, regulation, guidelines, codes, rules, determination, decision or any relevant Group Company relating to transactions in securities and inside information and dealing in force from time to time including the Prospectus Regulation Rules, the Listing Rules (to the extent the Company has agreed to voluntarily comply with the Listing Rules other instrument passed or is otherwise subject to their application) and the Disclosure Guidance and Transparency Rules of the FCA, MAR, the Financial Services and Markets Act 2000 (as amended), the Criminal Justice Act 1993 and made by any other rules and regulations of Government Agency or under the FCA or the Prudential Regulation Authority ("PRA") (if applicable) or any successor bodies exercising their functions and any other rules and regulations of any relevant regulatory authorities relevant to the Company and any Group Company with which you may be concerned (the "Regulatory Requirements")body. 8.2 You acknowledge must ensure that all persons used by you have been in connection with the sale of the Services are provided with details of appropriate and regular training on the Regulatory Requirements regulatory requirements specified in clause 8.1 as relevant to their role and you have read responsibilities, including in particular: (a) privacy obligations; (b) obligations relating to compliance with the Spam Xxx 0000 (Cth); (c) obligations relating to compliance with the Do Not Call Register Act 2006 (Cth); (d) door to door selling laws and understood themregulations; and (e) general obligations not to engage in misleading and deceptive conduct when marketing and promoting the Services (including, in particular, correctly describing the Services, the prices charged for the Services and your identity). 8.3 By accepting this appointment If you acknowledge that you are aware cause a person to make telemarketing calls in connection with the sale of the Regulatory Requirements and Services, you will take all reasonable steps to ensure that person complies with the Do Not Call Register Act 2006 (Cth), including: (a) maintaining a breach comprehensive record of all telemarketing activity performed under this Agreement; (b) supplying you with regular compliance reports throughout the term of the Regulatory Requirements may carry sanctions including criminal liability, disciplinary action by Agreement to enable you to assess your compliance with the relevant regulatory authority Do Not Call Register Act 2006 (civil liability, fines and public censure by Cth); and (c) only making telemarketing calls to numbers that have been verified as numbers that are not listed on the FCA and Do Not Call Register (where applicable) as defined in the PRA) and the immediate termination of your appointmentDo Not Call Register Xxx 0000 (Cth)). 8.4 Due You must, and must procure that all persons you use in connection with the sale of Services, comply with the Spam Xxx 0000 (Cth), including ensuring that: (a) all your relevant personnel have been adequately trained in order to your position understand and comply with the Spam Act 2003 (Cth); and (b) any electronic message that is sent by you will be named on to Customers or potential Customers: (i) identifies the Company's list(ssender and authoriser of the message; (ii) of persons with access includes accurate information about how the customer may contact the sender or authoriser; (iii) contains a functional unsubscribe mechanism; and (iv) is sent only to inside information relating Customers or potential Customers who have consented to receive the Company which can be made available to the FCArelevant electronic message. 8.5 Each party must provide such assistance as the other party reasonably requires to comply with applicable legislation and statutory instruments, including assistance required in relation to the obligations relating to or arising under: (a) the Integrated Public Number Database (as defined in the Telecommunications Act); (b) Emergency Call Services (as defined in the Telecommunications Act); and (c) Parts 13 and 14 of the 8.6 You acknowledge must, and you must ensure that the Company is subject each of your Representatives do not, do anything which would cause Vocus to legal be in breach of any applicable legislation, statutory instruments and regulatory obligations and guidance regarding the disclosure of certain details about its directors and is required to make certain announcements. You consent to any such disclosureobligations, provided that the Company uses reasonable endeavours to notify you and, to the extent reasonably practicable, provides you with an opportunity to comment on the form of any proposed or required disclosure relating to you before it is made (subject always to the Company's legal and regulatory obligations and guidance)including those specified in this clause 8.

Compliance with Regulatory Requirements. 8.1 You undertake (a) Unless otherwise required by Legal Requirement or expressly required by this Agreement, prior to comply the Closing Date, Depomed will be responsible for complying with all legal and regulatory requirements and any code of practice or share dealing code or compliance manual issued by the Company or any relevant Group Company relating to transactions in securities and inside information and dealing in force from time to time including the Prospectus Regulation Rules, the Listing Rules (with respect to the extent Products in the Company has agreed to voluntarily comply Territory, including complying with the Listing Rules or is otherwise subject to their application) and the Disclosure Guidance updating all Regulatory Approvals and Transparency Rules of the FCA, MAR, the Financial Services The Extended-Release and Markets Act 2000 Long-Acting Opioid Analgesics Risk Evaluation and Mitigation Strategy (as amended“ER/LA Opioid Analgesics REMS”), handling complaints, reporting any Adverse Drug Experiences to the Criminal Justice Act 1993 FDA, submitting Promotional Materials to the FDA, complying with pre-clinical and clinical study requirements, and communicating with applicable Regulatory Authorities; provided that Depomed shall (i) consult with Collegium prior to submitting any related documentation to the FDA or applicable Regulatory Authority, and (ii) within two Business Days after receipt of any communication from the FDA or from any other rules and regulations of or under the FCA or the Prudential Regulation Regulatory Authority ("PRA") (if applicable) or any successor bodies exercising their functions and any other rules and regulations of any relevant regulatory authorities relevant to the Company and any Group Company with which you may be concerned (the "Regulatory Requirements"). 8.2 You acknowledge that you have been provided with details of the Regulatory Requirements and you have read and understood them. 8.3 By accepting this appointment you acknowledge that you are aware of the Regulatory Requirements and that a breach of the Regulatory Requirements may carry sanctions including criminal liability, disciplinary action by the relevant regulatory authority (civil liability, fines and public censure by the FCA and (where applicable) the PRA) and the immediate termination of your appointment. 8.4 Due to your position you will be named on the Company's list(s) of persons with access to inside information relating to the Company which can Products, forward a copy of the same to Collegium and reasonably respond to all inquiries by Collegium relating thereto. In addition, Depomed will collaborate with Collegium to make such filings as are required for Collegium to Commercialize the Products under Collegium’s NDC Numbers. (b) Unless otherwise required by Legal Requirement or expressly required by this Agreement, from and after the Closing Date, Collegium will be made available responsible for complying with all regulatory requirements with respect to the FCA. 8.5 You acknowledge that Products in the Company is subject to legal Territory, including but not limited to, complying with and regulatory obligations updating all Regulatory Approvals and guidance regarding the disclosure of certain details about its directors and is required to make certain announcements. You consent to ER/LA Opioid Analgesics REMS, handling complaints, reporting any such disclosure, provided that the Company uses reasonable endeavours to notify you and, Adverse Drug Experiences to the extent reasonably practicableFDA, provides you with an opportunity to comment on the form of any proposed or required disclosure relating to you before it is made (subject always submitting Promotional Materials to the Company's legal FDA, complying with pre-clinical and clinical study requirements, and communicating with applicable Regulatory Authorities. Depomed reserves the right to consult with Collegium on these regulatory obligations activities, and guidance)Collegium agrees to cooperate with Depomed as may be reasonably requested.

Compliance with Regulatory Requirements. 8.1 You undertake (a) Unless otherwise required by Legal Requirement or expressly required by this Agreement, prior to comply the Closing Date, Depomed will be responsible for complying with all legal and regulatory requirements and any code of practice or share dealing code or compliance manual issued by the Company or any relevant Group Company relating to transactions in securities and inside information and dealing in force from time to time including the Prospectus Regulation Rules, the Listing Rules (with respect to the extent Products in the Company has agreed to voluntarily comply Territory, including complying with the Listing Rules or is otherwise subject to their application) and the Disclosure Guidance updating all Regulatory Approvals and Transparency Rules of the FCA, MAR, the Financial Services The Extended-Release and Markets Act 2000 Long-Acting Opioid Analgesics Risk Evaluation and Mitigation Strategy (as amended“ER/LA Opioid Analgesics REMS”), handling complaints, reporting any Adverse Drug Experiences to the Criminal Justice Act 1993 FDA, submitting Promotional Materials to the FDA, complying with pre-clinical and clinical study requirements, and communicating with applicable Regulatory Authorities; provided that Depomed shall (i) consult with Collegium prior to submitting any related documentation to the FDA or applicable Regulatory Authority, and (ii) within two Business Days after receipt of any communication from the FDA or from any other rules and regulations of or under the FCA or the Prudential Regulation Regulatory Authority ("PRA") (if applicable) or any successor bodies exercising their functions and any other rules and regulations of any relevant regulatory authorities relevant to the Company and any Group Company with which you may be concerned (the "Regulatory Requirements"). 8.2 You acknowledge that you have been provided with details of the Regulatory Requirements and you have read and understood them. 8.3 By accepting this appointment you acknowledge that you are aware of the Regulatory Requirements and that a breach of the Regulatory Requirements may carry sanctions including criminal liability, disciplinary action by the relevant regulatory authority (civil liability, fines and public censure by the FCA and (where applicable) the PRA) and the immediate termination of your appointment. 8.4 Due to your position you will be named on the Company's list(s) of persons with access to inside information relating to the Company which can be made available Products, forward a copy of Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the FCAomitted portions marked [***]. the same to Collegium and reasonably respond to all inquiries by Collegium relating thereto. In addition, Depomed will collaborate with Collegium to make such filings as are required for Collegium to Commercialize the Products under Collegium’s NDC Numbers. 8.5 You acknowledge that (b) Unless otherwise required by Legal Requirement or expressly required by this Agreement, from and after the Company is subject to legal and Closing Date, Collegium will be responsible for complying with all regulatory obligations and guidance regarding the disclosure of certain details about its directors and is required to make certain announcements. You consent to any such disclosure, provided that the Company uses reasonable endeavours to notify you and, requirements with respect to the extent reasonably practicableProducts in the Territory, provides you including but not limited to, complying with an opportunity to comment on and updating all Regulatory Approvals and the form of ER/LA Opioid Analgesics REMS, handling complaints, reporting any proposed or required disclosure relating to you before it is made (subject always Adverse Drug Experiences to the Company's legal FDA, submitting Promotional Materials to the FDA, complying with pre-clinical and clinical study requirements, and communicating with applicable Regulatory Authorities. Depomed reserves the right to consult with Collegium on these regulatory obligations activities, and guidance)Collegium agrees to cooperate with Depomed as may be reasonably requested.

Compliance with Regulatory Requirements. 8.1 You undertake The Registration Statement and any Rule 462(b) Registration Statement have been declared effective by the Commission under the Securities Act. The Company has complied to comply the Commission's satisfaction with all legal and regulatory requirements and any code requests of practice the Commission for additional or share dealing code or compliance manual issued supplemental information. The Company's EASDAQ Admission Application has been approved by the EASDAQ Market Authority. The Prospectus has been approved by the EASDAQ Market Authority and the CBF. The Company has received no notice of any stop order by the Commission suspending the effectiveness of the Registration Statement or any relevant Group Company relating to transactions Rule 462(b) Registration Statement which is in securities effect, or any equivalent action or trading halt by the EASDAQ Market Authority or CBF, and inside information and dealing in force from time to time including the Prospectus Regulation Rulesno proceedings for such purpose have been instituted or are pending or, the Listing Rules (to the extent best knowledge of the Company has agreed Company, are contemplated or threatened by the Commission, EASDAQ Market Authority, or CBF. The preliminary prospectus filed with Amendment No. 1 to voluntarily comply with the Listing Rules or is otherwise subject to their applicationRegistration Statement on May 28, 1998 (the "Preliminary Prospectus") and the Disclosure Guidance Preliminary Prospectus as supplemented by the Supplement to the Prospectus dated June 12, 1998 (the "Prospectus Supplement") and Transparency Rules the Prospectus, when filed, complied in all material respects with the Securities Act and, if filed by electronic transmission pursuant to XXXXX (except as may be permitted by Regulation S-T under the Securities Act), was identical to the copy thereof delivered to the Underwriters for use in connection with the offer and sale of the FCACommon Shares. Each of the Registration Statement, MAR, the Financial Services and Markets Act 2000 (as amended), the Criminal Justice Act 1993 any Rule 462(b) Registration Statement and any post-effective amendment thereto, at the time it became effective and at all subsequent times, complied and will comply in all material respects with the Securities Act and did not and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. The Prospectus, as amended or supplemented, as of its date and at all subsequent times, did not and will not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The representations and warranties set forth in the two immediately preceding sentences do not apply to statements in or omissions from the Registration Statement, any Rule 462(b) Registration Statement, or any post- effective amendment thereto, or the Prospectus, or any amendments or supplements thereto, made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by the Representative, expressly for use therein. There are no contracts or other documents required under the Securities Act to be described in the Prospectus or to be filed as exhibits to the Registration Statement which have not been described or filed as required. The Prospectus, on the date hereof, complies in all material respects with the provisions of Belgian law and the rules and regulations of or under the FCA or the Prudential Regulation Authority ("PRA") (if applicable) or any successor bodies exercising their functions CBF and any other rules and regulations of any relevant regulatory authorities relevant to the Company and any Group Company with which you may be concerned (the "Regulatory Requirements")EASDAQ. 8.2 You acknowledge that you have been provided with details of the Regulatory Requirements and you have read and understood them. 8.3 By accepting this appointment you acknowledge that you are aware of the Regulatory Requirements and that a breach of the Regulatory Requirements may carry sanctions including criminal liability, disciplinary action by the relevant regulatory authority (civil liability, fines and public censure by the FCA and (where applicable) the PRA) and the immediate termination of your appointment. 8.4 Due to your position you will be named on the Company's list(s) of persons with access to inside information relating to the Company which can be made available to the FCA. 8.5 You acknowledge that the Company is subject to legal and regulatory obligations and guidance regarding the disclosure of certain details about its directors and is required to make certain announcements. You consent to any such disclosure, provided that the Company uses reasonable endeavours to notify you and, to the extent reasonably practicable, provides you with an opportunity to comment on the form of any proposed or required disclosure relating to you before it is made (subject always to the Company's legal and regulatory obligations and guidance).