Common use of Confidentiality and Ownership of Information Clause in Contracts

Confidentiality and Ownership of Information. 4.1 Discovery on the one part and PharmaBio on the other part each acknowledges that, in the course of performing its obligations hereunder, it may receive information from the other party which is proprietary to the disclosing party and which the disclosing party wishes to protect from public disclosure ("Confidential Information"). Each receiving party agrees to retain in confidence, during the Commission Term, and thereafter for a period of seven (7) years, all Confidential Information disclosed to it by or on behalf of the other party, and that it will not, without the written consent of such other party, use Confidential Information for any purpose other than the purposes indicated herein. These restrictions shall not apply to Confidential Information which: (i) is or becomes public knowledge (through no fault of the receiving party); (ii) is made lawfully available to the receiving party by an independent third party that, to the knowledge of the receiving party, is under no duty of confidentiality to the disclosing party; (iii) is already in the receiving party's possession at the time of receipt from the disclosing party (and such prior possession can be demonstrated by competent evidence by the receiving party); (iv) is independently developed by the receiving party and/or Affiliates (and such independent development can be demonstrated by competent evidence by the receiving party); or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by the receiving party, provided, however, if reasonably possible, such receiving party gives the disclosing party sufficient advance written notice to permit it to seek a protective order or other similar order with respect to such Confidential Information and, thereafter, the receiving party discloses only the minimum Confidential Information required to be disclosed in order to comply. 4.2 PharmaBio on the one hand and Discovery on the other hand shall limit disclosure of the other party's Confidential Information to only those of their respective officers, representatives, agents and employees (collectively "Agents") who are directly concerned with the performance of this Agreement and have a legitimate need to know such Confidential Information in the performance of their duties. 4.3 All Discovery inventions, processes, know-how, patents, trade secrets, copyrights, trade names, trademarks, service marks, marketing materials, proprietary materials or other intellectual property of any kind, and all improvements to any of the foregoing (collectively, "Discovery Property"), disclosed, used, improved, modified or developed in connection with the relationship contemplated by this Agreement shall remain the sole and exclusive property of Discovery. PharmaBio shall not have any right, title or interest in or to any Discovery Property. 4.4 Discovery acknowledges that PharmaBio (and its Affiliates) possess certain inventions, processes, know-how, trade secrets, improvements, other intellectual properties and other assets, including but not limited to analytical methods, procedures and techniques, computer technical expertise and software, and business practices, including, but not limited to the Innovex Territory Management System (ITMS), which have been independently developed by PharmaBio and/or its Affiliates (collectively "Quintiles Property"). Any Quintiles Property or improvements thereto which are disclosed, used, improved, modified or developed by Quintiles under or during the term of this Agreement shall remain the sole and exclusive property of PharmaBio or the respective Affiliates.

Confidentiality and Ownership of Information. 4.1 Discovery on Each of the one part and PharmaBio on the other part each parties acknowledges that, in the course of performing its obligations hereunder, it may receive information from the other party which is proprietary to the disclosing party and which the disclosing party wishes to protect from public disclosure ("Confidential Information"). Each receiving party agrees Innovex and TMC agree to retain in confidence, during the Commission TermTerm of this Agreement and any Work Order, and any subsequent renewals thereof, and thereafter for a period of seven five (75) years, all Confidential Information disclosed to it by or on behalf of the other party, and that it will not, without the written consent of such other party, use Confidential Information for any purpose other than the purposes indicated hereinherein or in the applicable Work Order. These restrictions shall not apply to Confidential Information which: (i) is or becomes public knowledge (through no fault wrongful act of the receiving party); (ii) is made lawfully available to the receiving party by an independent third party that, having no obligation of confidentiality with respect to the knowledge of the receiving party, is under no duty of confidentiality to the disclosing partyConfidential Information; (iii) is already in the receiving party's possession at the time of receipt from the disclosing party (and such prior possession can be properly demonstrated by competent evidence by the receiving party); (iv) is independently developed by the receiving party and/or Affiliates without reference to reliance upon the Confidential Information (and such independent development can be properly demonstrated by competent evidence by the receiving party); or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by the receiving partyparty (including compliance with the disclosure obligations of the SEC or the NASDAQ National Market), provided, however, if reasonably possible, such receiving party gives the disclosing party sufficient advance written notice to permit it to seek a protective order or other similar order with respect to such Confidential Information and, thereafter, the receiving party discloses only the minimum Confidential Information required to be disclosed in order to comply. The parties acknowledge and agree that the terms of this Agreement and Work Order shall be Confidential Information hereunder. 4.2 PharmaBio on the one hand Innovex and Discovery on the other hand TMC shall limit disclosure of the other party's Confidential Information to only those of their respective officers, representatives, agents and employees (collectively "Agents") who are directly concerned with the performance of this Agreement and have a legitimate need to know such Confidential Information, are bound to maintain the confidentiality of the Confidential Information in and are informed of the performance confidential nature of the Confidential Information. Each party shall be liable for any breach of section 4.1 by their dutiesrespective Agents. Upon receipt of notice of termination by TMC or otherwise upon the request of TMC, Innovex shall return all TMC Confidential Information to TMC. 4.3 All Discovery inventions, processes, know-how, TMC patents, trade secrets, copyrights, trade names, trademarks, service marks, marketing materials, proprietary materials or other intellectual property of any kind, and all improvements to any of the foregoing (collectively, collectively "Discovery TMC Property"), disclosed, used, improved, modified or developed ) used in connection with the relationship contemplated by this Agreement shall remain the sole and exclusive property of Discovery. PharmaBio shall not have any right, title or interest in or Services provided pursuant to any Discovery Property. 4.4 Discovery acknowledges that PharmaBio (and its Affiliates) possess certain inventions, processes, know-how, trade secrets, improvements, other intellectual properties and other assets, including but not limited to analytical methods, procedures and techniques, computer technical expertise and software, and business practices, including, but not limited to the Innovex Territory Management System (ITMS), which have been independently developed by PharmaBio and/or its Affiliates (collectively "Quintiles Property"). Any Quintiles Property or improvements thereto which are disclosed, used, improved, modified or developed by Quintiles under or during the term of this Agreement shall remain the sole and exclusive property of PharmaBio or the respective Affiliates.this

Confidentiality and Ownership of Information. 4.1 Discovery 3.1 Columbia on the one part and PharmaBio on the other part each acknowledges that, in the course of performing its obligations hereunder, it may receive information from the other party which is proprietary to the disclosing party and which the disclosing party wishes to protect from public disclosure ("Confidential Information"). Each receiving party agrees to retain in confidence, during the Commission Royalty Term, and thereafter for a period of seven five (75) years, all Confidential Information disclosed to it by or on behalf of the other party, and that it will not, without the written consent of such other party, use Confidential Information for any purpose other than the purposes indicated hereinherein or disclose such information to a third party. These restrictions shall not apply to Confidential Information which: (i) is or becomes public knowledge (through no fault of the receiving party); (ii) is made lawfully available to the receiving party by an independent third party that, to the knowledge of the receiving party, is under no duty of confidentiality to the disclosing party; (iii) is already in the receiving party's possession at the time of receipt from the disclosing party (and such prior possession can be demonstrated by competent evidence by the receiving party); (iv) is independently developed by the receiving party and/or Affiliates (and such independent development can be demonstrated by competent evidence by the receiving party); or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by the receiving party, provided, however, if reasonably possible, such receiving party gives the disclosing party sufficient advance written notice to permit it to seek a protective order or other similar order with respect to such Confidential Information and, thereafter, the receiving party discloses may disclose only the minimum Confidential Information required to be disclosed in order to complycomply with such and only to the government authority or agency or in the proceeding which is the subject of such order. 4.2 3.2 PharmaBio on the one hand and Discovery Columbia on the other hand shall limit disclosure of the other party's Confidential Information to only those of their respective officers, [***] A CONFIDENTIAL PORTION OF THE MATERIAL HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. representatives, agents and employees (collectively "Agents") who are directly concerned with the performance of this Agreement and have a legitimate need to know such Confidential Information in the performance of their dutiesduties and shall ensure that their respective officers, representatives, agents and employees to whom Confidential Information is disclosed do not further disclose such Confidential Information to any third party except as otherwise permitted hereunder. [***] A CONFIDENTIAL PORTION OF THE MATERIAL HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. 4.3 3.3 All Discovery Columbia inventions, processes, know-how, patents, trade secrets, copyrights, trade names, trademarks, service marks, marketing materials, proprietary materials or other intellectual property of any kind, and all improvements to any of the foregoing (collectively, "Discovery Columbia Property"), disclosed, used, improved, modified or developed in connection with the relationship contemplated by this Agreement shall remain the sole and exclusive property of Discovery. PharmaBio shall not have any right, title or interest in or to any Discovery PropertyColumbia. 4.4 Discovery 3.4 Columbia acknowledges that PharmaBio (and its Affiliates) possess certain inventions, processes, know-how, trade secrets, improvements, other intellectual properties and other assets, including but not limited to analytical methods, procedures and techniques, computer technical expertise and software, and business practices, including, but not limited to the Innovex Territory Management System (ITMS), which have been independently developed by PharmaBio and/or its Affiliates (collectively "Quintiles PharmaBio Property"). Any Quintiles PharmaBio Property or improvements thereto which are disclosed, used, improved, modified or developed by Quintiles under or during the term of this Agreement shall remain the sole and exclusive property of PharmaBio or the respective AffiliatesAffiliate. 3.5 Neither PharmaBio nor Columbia or any of their Affiliates shall make any public announcements regarding this Agreement or the terms and conditions thereof without the prior written approval of the other party, which approval shall not be unreasonably withheld or delayed, except to the extent such disclosure is required by law.

Confidentiality and Ownership of Information. 4.1 Discovery 5.1 Columbia on the one part and PharmaBio on the other part each acknowledges that, in the course of discussions and negotiations leading to this Agreement and performing its obligations hereunder, it has received or may receive information from the other party Party which is proprietary to the disclosing party Party and which the disclosing party Party wishes to protect from public disclosure ("Confidential Information"). Each receiving party Party agrees to retain in confidence, during the Commission Royalty Term, and thereafter for a period of seven five (75) years, all Confidential Information disclosed to it by or on behalf of the other partyParty, and that it will not, without the written consent of such other partyParty, use Confidential Information for any purpose other than the purposes indicated hereinherein or disclose such information to a third party. These restrictions shall not apply to Confidential Information which: (i) is or becomes public knowledge (through no fault of the receiving partyParty); (ii) is made lawfully available to the receiving party Party by an independent third party that, to the knowledge of the receiving partyParty, is under no duty of confidentiality to the disclosing partyParty; (iii) is already in the receiving partyParty's possession at the time of receipt from the disclosing party Party (and such prior possession can be demonstrated by competent evidence by the receiving partyParty); (iv) is independently developed by the receiving party Party and/or Affiliates (and such independent development can be demonstrated by competent evidence by the receiving partyParty); or (v) is required by law, regulation, rule, act or order of any governmental authority or agency Law to be disclosed by the receiving partyParty, provided, however, if reasonably possible, such receiving party Party gives the disclosing party Party sufficient advance written notice to permit it to seek a protective order or other similar order with respect to such Confidential Information and, thereafter, the receiving party discloses Party may disclose only the minimum Confidential Information required to be [***]A CONFIDENTIAL PORTION OF THE MATERIAL HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. disclosed in order to complycomply with such and only to the government authority or agency or in the proceeding which is the subject of such order. 4.2 5.2 PharmaBio on the one hand and Discovery Columbia on the other hand shall limit disclosure of the other partyParty's Confidential Information to only those of their respective officers, representatives, agents and employees (collectively "Agents") who are directly concerned with the performance of this Agreement and have a legitimate need to know such Confidential Information in the performance of their dutiesduties and shall ensure that their respective officers, representatives, agents and employees to whom Confidential Information is disclosed do not further disclose such Confidential Information to any third party except as otherwise permitted hereunder. 4.3 5.3 All Discovery Columbia inventions, processes, know-how, patents, trade secrets, copyrights, trade names, trademarks, service marks, marketing materials, proprietary materials or other intellectual property of any kind, and all improvements to any of the foregoing (collectively, "Discovery Columbia Property"), disclosed, used, improved, modified or developed in connection with the relationship contemplated by this Agreement shall remain the sole and exclusive property of Discovery. PharmaBio shall not have any right, title or interest in or to any Discovery PropertyColumbia. 4.4 Discovery 5.4 Columbia acknowledges that PharmaBio (and its Affiliates) possess certain inventions, processes, know-how, trade secrets, improvements, other intellectual properties and other assets, including but not limited to analytical methods, procedures and techniques, computer technical expertise and software, and business practices, including, but not limited to the Innovex Territory Management System (ITMS), which have been independently developed by PharmaBio and/or its Affiliates (collectively "Quintiles PharmaBio Property"). Any Quintiles PharmaBio Property or improvements thereto which are disclosed, used, improved, modified or developed by Quintiles under or during the term of this Agreement shall remain the sole and exclusive property of PharmaBio or the respective AffiliatesAffiliate. 5.5 Neither PharmaBio nor Columbia or any of their Affiliates shall make any public announcements regarding this Agreement or the terms and conditions thereof without the prior written approval of the other Party, which approval shall not be unreasonably withheld or delayed, except to the extent such disclosure is required by Law.

Confidentiality and Ownership of Information. 4.1 Discovery on Each of the one part and PharmaBio on the other part each parties acknowledges that, in the course of performing its obligations hereunder, it may receive information from the other party which is proprietary to the disclosing party and which the disclosing party wishes to protect from public disclosure ("Confidential Information"). Each receiving party agrees Innovex and Columbia agree to retain in confidence, during the Commission TermTerm of this Agreement and any Work Order, and any subsequent renewals thereof, and thereafter for a period of seven (7) years, all Confidential Information disclosed to it by or on behalf of the other party, and that it will not, without the written consent of such other party, use Confidential Information for any purpose other than the purposes indicated herein. These restrictions shall not apply to Confidential Information which: (i) is or becomes public knowledge (through no fault of the receiving party); (ii) is made lawfully available to the receiving party by an independent third party that, to the knowledge of the receiving party, is under no duty of confidentiality to the disclosing party; (iii) is already in the receiving party's possession at the time of receipt from the disclosing party (and such prior possession can be properly demonstrated by competent evidence by the receiving party); (iv) is independently developed by the receiving party and/or Affiliates (and such independent development can be properly demonstrated by competent evidence by the receiving party); or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by the receiving party, provided, however, if reasonably possible, such receiving party gives the disclosing party sufficient advance written notice to permit it to seek a protective order or other similar order with [***] A CONFIDENTIAL PORTION OF THE MATERIAL HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. respect to such Confidential Information and, thereafter, the receiving party discloses only the minimum Confidential Information required to be disclosed in order to comply. 4.2 PharmaBio on the one hand Innovex and Discovery on the other hand Columbia shall limit disclosure of the other party's Confidential Information to only those of their respective officers, representatives, agents and employees (collectively "Agents") who are directly concerned with the performance of this Agreement and have a legitimate need to know such Confidential Information. Upon receipt of a request from either party, each party shall return all Confidential Information in of the performance other within thirty (30) days of their dutiessuch request; provided, however, that each party can maintain one copy of the other's confidential information to monitor compliance with the confidentiality terms of this Master Agreement, to satisfy regulatory requirements or to resolve disputes regarding the Services. 4.3 All Discovery inventions, processes, know-how, Columbia patents, trade secrets, copyrights, trade names, trademarks, service marks, marketing materials, proprietary materials or other intellectual property of any kind, and all improvements to any of the foregoing (collectively, collectively "Discovery Columbia Property"), disclosed, used, improved, modified or developed ) used in connection with the relationship contemplated by Services provided pursuant to this Master Agreement or any Work Order shall remain the sole and exclusive property of DiscoveryColumbia, and Innovex's rights to use such Columbia Property shall be limited to those permitted by this Master Agreement or any Work Order. PharmaBio shall not have Columbia and Innovex agree that any rightColumbia Property or improvements thereto which are used, title improved, modified or interest in developed by Columbia under or to during the term of this Master Agreement or any Discovery PropertyWork Order are the sole and exclusive property of Columbia. 4.4 Discovery Columbia acknowledges that PharmaBio (and its Affiliates) possess Innovex possesses certain inventions, processes, know-how, trade secrets, improvements, other intellectual properties and other assets, including but not limited to analytical methods, procedures and techniques, computer technical expertise and software, and business practices, including, but not limited to the Innovex Territory Management System (ITMS), the Innovex Build-A-Call(R) Pharmaceutical Selling Skills System, and the Innovex Sample Accountability System, which have been independently developed by PharmaBio and/or its Affiliates Innovex (collectively "Quintiles Innovex Property"). Any Quintiles Columbia and Innovex agree that any Innovex Property or improvements thereto which are disclosed, used, improved, modified or developed by Quintiles Innovex under or during the term of this Master Agreement shall remain or any Work Order are the sole and exclusive property of PharmaBio Innovex. 4.5 No public announcement or other disclosure to any third party concerning the existence, or terms, of this Master Agreement, the Investment and Royalty Agreement, the Stock Purchase Agreement, the Work Order, and any other document or agreement executed in connection with this transaction (the "Transaction Documents") shall be made, either directly or indirectly, by any party hereto, except as may be legally required or as may be required for financial reporting purposes, without first obtaining the written approval of the other party and agreement upon the nature and text of such announcement or disclosure. Each party agrees that it shall cooperate fully with the other with respect to all disclosures regarding the Transaction Documents to the Securities Exchange Commission and any other governmental or regulatory agencies or any third party, including requests for confidential treatment of proprietary information of any party included in any such disclosure. [***] A CONFIDENTIAL PORTION OF THE MATERIAL HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. 4.6 Columbia shall have and retain sole and exclusive right, title and interest in and to all inventions, discoveries, formulae, writings, trade secrets, know-how, methods, practices, procedures, processes, techniques, engineering information, marks, designs, devices, improvements, manufacturing information and other technology, whether or not patentable, trademarkable or copyrightable, and any patent applications, patents, trademarks or copyrights based thereon ("Inventions"), whether or not patentable, that are made, discovered, conceived, reduced to practice or generated by Columbia (or its employees or representatives) or by Innovex's employees or Agents that in any way relate to the Columbia Products or the respective AffiliatesBioadhesive Delivery System or to the marketing or sales of Columbia Products in particular (as opposed to relating to the marketing or sales of pharmaceutical products generally). Innovex's employees or Agents will promptly disclose to Columbia, or any person designated by it, all Inventions. At Columbia's expense, Innovex's employees or Agents will assist Columbia in every reasonable manner to obtain and, from time to time, to enforce patents on said Inventions in any and all countries and will execute all documents Columbia may desire for such purpose, together with any assignments of such patents to Columbia or persons designated by it. 4.7 Innovex's employees or Agents hereby irrevocably transfer and assign to Columbia full ownership of the copyrights in the work created pursuant to this agreement ("Work"). Columbia shall have all rights, title, and interest in and to the Work, including the sole and exclusive right to secure and own the copyright registrations and renewals throughout the world. Accordingly, this agreement will constitute an assignment of copyrights in the Work and Innovex's employees or Agents agreement to cooperate with Columbia and execute any and all other documents appropriate to evidence sole proprietary rights and copyrights in the Work to Columbia. On termination of this Agreement for any reason, Innovex will transfer, assign, and make available to Columbia all text and other materials, regardless of their stage of development, that Innovex's employees or Agents have created or prepared on behalf of Columbia.

Confidentiality and Ownership of Information. 4.1 Discovery on Each of the one part and PharmaBio on the other part each parties acknowledges that, in the course of performing its obligations hereunder, it may receive information from the other party which is proprietary to the disclosing party and which the disclosing party wishes to protect from public disclosure ("“Confidential Information"”). Each receiving party agrees Quintiles and Pacira agree to retain in confidence, during the Commission TermTerm of this Master Agreement and any Work Order, and any subsequent renewals thereof, and thereafter for a period of seven five (75) yearsyears (or, in the case of Confidential Information identified by the disclosing party as a trade secret, for as long as such Confidential Information remains a trade secret), all Confidential Information disclosed to it by or on behalf of the other party, and that it will not, without the written consent of such other party, use Confidential Information for any purpose other than the purposes indicated herein. These restrictions shall not apply to Confidential Information which: (i) is or becomes public knowledge (through no fault of the receiving party); (ii) is made lawfully available to the receiving party by an independent third party that, to the knowledge of the receiving party, is under no duty of confidentiality to the disclosing party; (iii) is already in the receiving party's ’s possession at the time of receipt from the disclosing party (and such prior possession can be properly demonstrated by competent evidence by the receiving party); (iv) is independently developed by the receiving party and/or Affiliates (and such independent development can be properly demonstrated by competent evidence by the receiving party); or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by the receiving party, provided, however, if reasonably possible, such receiving party gives the disclosing party sufficient advance written notice to permit it to seek a protective order or other similar order with respect to such Confidential Information and, thereafter, the receiving party discloses only the minimum Confidential Information required to be disclosed in order to comply. 4.2 PharmaBio on the one hand Quintiles and Discovery on the other hand Pacira shall limit disclosure of the other party's ’s Confidential Information to only those of their respective officers, representatives, agents and employees (collectively "“Agents"”) who are directly concerned with the performance of this Master Agreement and have a legitimate need to know such Confidential Information. Upon receipt of notice of termination by Pacira, Quintiles shall return all Pacira Confidential Information in the performance of their dutiesto Pacira. 4.3 All Discovery inventions, processes, know-how, Pacira patents, trade secrets, copyrights, trade names, trademarks, service marks, marketing materials, proprietary materials or other intellectual property of any kind, and all improvements to any of the foregoing (collectively, "Discovery collectively “Pacira Property"), disclosed, used, improved, modified or developed ”) used in connection with the relationship contemplated by Services provided pursuant to this Master Agreement or any Work Order shall remain the sole and exclusive property of Discovery. PharmaBio Pacira, and Quintiles’s rights to use such Pacira Property shall not have be limited to those permitted by this Master Agreement or any right, title or interest in or to any Discovery PropertyWork Order. 4.4 Discovery Pacira acknowledges that PharmaBio (and its Affiliates) possess Quintiles possesses certain inventions, processes, know-how, trade secrets, improvements, other intellectual properties and other assets, including but not limited to analytical methods, procedures and techniques, computer technical expertise and software, and business practices, including, but not limited to the Innovex Territory Quintiles Sales Force Automation System (SFA) or Customer Relationship Management System (ITMS)CRM) as applicable, the Quintiles Pharmaceutical Selling System, and the Quintiles Sample Accountability System which have been independently developed by PharmaBio and/or its Affiliates Quintiles (collectively "“Quintiles Property"”). Any Pacira and Quintiles agree that any Quintiles Property or improvements thereto which are disclosed, used, improved, modified or developed by Quintiles under or during the term of this Master Agreement shall remain or any Work Order are the sole and exclusive property of PharmaBio Quintiles. Pacira and Quintiles agree that any (i) data or (ii) systems licenses (including but not limited to SFA, CRM, and any other systems that may be licensed or independently developed by Quintiles for purposes of storing data on behalf of Pacira), shall, upon Pacira’s request, be provided, transferred, assigned, or licensed to Pacira (as applicable), or maintained by Quintiles for ongoing management by Quintiles on behalf of Pacira. As to software licenses described in Section 4.4(ii) above, the term of such transferred, assigned or licensed licenses shall be limited to the applicable Project Term, unless otherwise agreed to by the parties in writing. 4.5 No party shall issue a press release or other formal public announcement (except for corporate presentations to respective board members or inter-company announcements) relating to this Master Agreement or the respective Affiliatesactivities contemplated herein without the prior written approval of the other party. Quintiles shall not unreasonably withhold its approval of any press release or other public announcement concerning information that is material to Pacira Pharmaceuticals or that is required by law. For press releases required by law, if Quintiles fails to provide approval of such press release within three (3) business days (or sooner if required by law and Quintiles is notified of such shorter response time in writing) of receiving a draft, Pacira may deem such draft approved by Quintiles.

Confidentiality and Ownership of Information. 4.1 Discovery on Each of the one part and PharmaBio on the other part each parties acknowledges that, in the course of performing its obligations hereunder, it may receive information from the other party which is proprietary to the disclosing party and which the disclosing party wishes to protect from public disclosure ("“Confidential Information"”). Each receiving party agrees Quintiles and BDSI agree to retain in confidence, during the Commission TermTerm of this Agreement and any Work Order, and any subsequent renewals thereof, and thereafter for a period of seven (7) years***, all Confidential Information disclosed to it by or on behalf of the other party, and that it will not, without the written consent of such other party, use Confidential Information for any purpose other than the purposes indicated herein. These restrictions shall not apply to Confidential Information whichthat: (i) is or becomes public knowledge (through no fault of the receiving party); (ii) is made lawfully available to the receiving party by an independent third party, provided that such third party that, is not bound (to the knowledge of the receiving party, is under no duty of ’s knowledge) by a confidentiality to obligation with the disclosing party; (iii) is already in the receiving party's ’s possession at the time of receipt from the disclosing party (and such prior possession can be properly demonstrated by competent evidence by the receiving party), provided the source of such information was not bound (to the receiving party’s knowledge) by a confidentiality obligation with the disclosing party with respect to such information; (iv) is independently developed by the receiving party and/or Affiliates (and such independent development can be properly demonstrated by competent evidence by the receiving party); or (v) is required by law, regulation, rule, act or order of any governmental authority or agency or stock exchange on which the receiving party is traded to be disclosed by the receiving party, provided, however, if reasonably possible, such receiving party gives the disclosing party sufficient advance written notice to permit it to seek a protective order or other similar order with respect to such Confidential Information and, thereafter, the receiving party discloses only the minimum Confidential Information required to be disclosed in order to comply. In the event that the receiving party or its Representatives are requested or required (by oral questions, interrogatories, requests for information or documents in legal proceedings, subpoena, civil investigative demand or other similar legal process) to disclose any of the Confidential Information, the receiving party shall provide the disclosing party with prompt written notice of any such request or requirement so that the disclosing party may in its sole discretion seek a protective order or other appropriate remedy and/or waive compliance with the provisions of this Agreement. If, in the absence of a protective order or other remedy or the receipt of a waiver by the disclosing party, the receiving party or its Representatives are nonetheless, in the opinion of competent, legal counsel, legally compelled to disclose Confidential Information to any tribunal, the receiving party or its Representatives may, without liability hereunder, disclose to such tribunal only that portion of the Confidential Information which such counsel reasonably advises is legally required to be disclosed, provided that the receiving party use its reasonable best efforts to preserve the confidentiality of the Confidential Information, including, without limitation, by cooperating with the disclosing party to obtain an appropriate protective order or other reliable assurance that confidential treatment will be accorded the Confidential Information by such tribunal; and provided further that the receiving party shall promptly notify the disclosing party of (i) the receiving party’s determination to make such disclosure and (ii) the nature, scope and contents of such disclosure. 4.2 PharmaBio on the one hand Quintiles and Discovery on the other hand BDSI shall limit disclosure of the other party's ’s Confidential Information to only those of their respective officers, representatives, agents agents, permitted subcontractors and employees (collectively "Agents"“Representatives” and each a “Representative”) who are directly concerned with the performance of this Agreement and have a legitimate need to know such Confidential Information in (“Informed Persons”). The receiving party accepts responsibility for any breach of this Agreement by the performance receiving party or any of their dutiesits Representatives and will undertake appropriate and reasonable precautions at its sole expense to ensure the protection, confidentiality and security of the Confidential Information, including assuring that all Informed Persons are aware of the confidential or proprietary nature of the Confidential Information and have themselves signed confidentiality agreements or otherwise legally bound by confidentiality. Upon receipt of notice of termination by BDSI, Quintiles shall return all BDSI Confidential Information to BDSI. 4.3 All Discovery inventions, processes, know-how, BDSI patents, trade secrets, copyrights, trade names, trademarks, service marks, marketing materials, proprietary materials or other intellectual property of any kind, and all improvements to any of the foregoing (collectively, "Discovery collectively “BDSI Property"), disclosed, used, improved, modified or developed ”) used in connection with the relationship contemplated by Services provided pursuant to this Agreement or any Work Order shall remain the sole and exclusive property of Discovery. PharmaBio BDSI, and Quintiles’s rights to use such BDSI Property shall not have be limited to those permitted by this Agreement or any right, title or interest in or to any Discovery PropertyWork Order. 4.4 Discovery BDSI acknowledges that PharmaBio (Quintiles and its Affiliates) Affiliates possess certain inventions, processes, know-how, trade secrets, improvements, other intellectual properties and other assets, including but not limited to analytical methods, procedures and techniques, computer technical expertise and software, and business practices, including, but not limited to the Innovex Territory Quintiles Sales Force Automation System (SFA) or Quintiles’ Customer Relationship Management System (ITMS)CRM) as applicable, the Quintiles Pharmaceutical Selling System, and the Quintiles Sample Accountability System which have been independently developed by PharmaBio and/or or for Quintiles and its Affiliates and which relates to the business or operations of Quintiles and its Affiliates (collectively "“Quintiles Property"”). Any BDSI and Quintiles agree that any Quintiles Property or improvements improvements, modifications and enhancements thereto that are not specific to BDSI Confidential Information or BDSI Property, which are disclosed, used, improved, modified or developed by Quintiles or its Affiliates under or during the term of this Agreement shall remain or any Work Order, are the sole and exclusive property of PharmaBio Quintiles. 4.5 The ownership of the disclosing party’s Confidential Information shall at all times remain solely with the disclosing party (or the respective Affiliatesthird party to whom the disclosing party owes a duty of confidentiality). Nothing herein shall be deemed to grant a license or other right, whether directly or by implication, estoppel or otherwise, to any Confidential Information disclosed pursuant to this Agreement except as herein expressly stated. 4.6 The obligation of confidentiality shall survive for *** from expiration or earlier termination of this Agreement. 4.7 No party shall issue a press release or other public announcement relating to this Agreement or the activities contemplated herein without the prior written approval of the other party.

Confidentiality and Ownership of Information. 4.1 Discovery 5.1 Scios on the one part and PharmaBio members of the Quintiles Group on the other part each acknowledges that, in the course of performing its obligations hereunder, it may receive information from the other party which is proprietary to the disclosing party and which the disclosing party wishes to protect from public disclosure ("“Confidential Information"”). Each receiving party agrees to retain in confidence, during the Commission Termterm of any of the Agreements, and any subsequent renewals thereof, and thereafter for a period of seven (7) years[*****], all Confidential Information disclosed to it by or on behalf of the other party, and that it will not, without the written consent of such other party, use Confidential Information for any purpose other than the purposes indicated herein. These restrictions shall not apply to Confidential Information which: (i) is or becomes public knowledge (through no fault of the receiving party); (ii) is made lawfully available to the receiving party by an independent third party that, to the knowledge of the receiving party, is under no duty of confidentiality to the disclosing party; (iii) is already in the receiving party's ’s possession at the time of receipt from the disclosing party (and such prior possession can be properly demonstrated by competent evidence by the receiving party); (iv) is independently developed by the receiving party and/or Affiliates (and such independent development can be properly demonstrated by competent evidence by the receiving party); or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by the receiving party, provided, however, if reasonably possible, such receiving party gives the disclosing party sufficient advance written notice to permit it to seek a protective order or other similar order with respect to such Confidential Information and, thereafter, the receiving party discloses only the minimum Confidential Information required to be disclosed in order to comply. 4.2 PharmaBio on the one hand and Discovery on the other hand shall limit disclosure of the other party's Confidential Information to only those of their respective officers, representatives, agents and employees (collectively "Agents") who are directly concerned with the performance of this Agreement and have a legitimate need to know such Confidential Information in the performance of their duties. 4.3 5.3 All Discovery inventions, processes, know-how, Scios patents, trade secrets, copyrights, trade names, trademarks, service marks, marketing materials, proprietary materials or other intellectual property of any kind, and all improvements to any of the foregoing (collectively, "Discovery collectively “Scios Property"), ”) disclosed, used, improved, modified or developed in connection with the relationship contemplated by Services provided pursuant to this Agreement shall remain the sole and exclusive property of Discovery. PharmaBio Scios, and Innovex’s rights to use such Scios Property shall not have any right, title or interest in or be limited to any Discovery Propertythose permitted by this Agreement. 4.4 Discovery 5.4 Scios acknowledges that PharmaBio (and its Affiliates) possess Innovex possesses certain inventions, processes, know-how, trade secrets, improvements, other intellectual properties and other assets, including but not limited to analytical methods, procedures and techniques, computer technical expertise and software, and business practices, including, but not limited to the Innovex Territory Management System (ITMS), which have been independently developed by PharmaBio and/or its Affiliates Innovex (collectively "Quintiles “Innovex Property"”). Any Quintiles Innovex Property or improvements thereto which are disclosed, used, improved, modified or developed by Quintiles Innovex under or during the term of this Agreement shall remain the sole and exclusive property of PharmaBio or the respective AffiliatesInnovex.

Confidentiality and Ownership of Information. 4.1 Discovery Kos on the one part and PharmaBio on the other part each acknowledges that, in the course of performing its obligations hereunder, it may receive information from the other party which is proprietary to the disclosing party and which the disclosing party wishes to protect from public disclosure ("Confidential Information"). Each receiving party agrees to retain in confidence, during the Commission Royalty Term, and thereafter for a period of seven (7) years, all Confidential Information disclosed to it by or on behalf of the other party, and that it will not, without the written consent of such other party, use Confidential Information for any purpose other than the purposes indicated herein. These restrictions shall not apply to Confidential Information which: (i) is or becomes public knowledge (through no fault of the receiving party); (ii) is made lawfully available to the receiving party by an independent third party that, to the knowledge of the receiving party, is under no duty of confidentiality to the disclosing party; (iii) is already in the receiving party's possession at the time of receipt from the disclosing party (and such prior possession can be demonstrated by competent evidence by the receiving party); (iv) is independently developed by the receiving party and/or Affiliates (and such independent development can be demonstrated by competent evidence by the receiving party); or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by the receiving party, provided, however, if reasonably possible, such receiving party gives the disclosing party sufficient advance written notice to permit it to seek a protective order or other similar order with respect to such Confidential Information and, thereafter, the receiving party discloses only the minimum Confidential Information required to be disclosed in order to comply. 4.2 PharmaBio on the one hand and Discovery Kos on the other hand shall limit disclosure of the other party's Confidential Information to only those of their respective officers, representatives, agents and employees (collectively "Agents") who are directly concerned with the performance of this Agreement and have a legitimate need to know such Confidential Information in the performance of their duties. 4.3 All Discovery Kos inventions, processes, know-how, patents, trade secrets, copyrights, trade names, trademarks, service marks, marketing materials, proprietary materials or other intellectual property of any kind, and all improvements to any of the foregoing (collectively, "Discovery Kos Property"), disclosed, used, improved, modified or developed in connection with the relationship contemplated by this Agreement shall remain the sole and exclusive property of DiscoveryKos. Neither PharmaBio nor Innovex shall not have any right, title or interest in or to any Discovery Kos Property. 4.4 Discovery Kos acknowledges that PharmaBio (and its Affiliates) possess certain inventions, processes, know-how, trade secrets, improvements, other intellectual properties and other assets, including but not limited to analytical methods, procedures and techniques, computer technical expertise and software, and business practices, including, but not limited to the Innovex Territory Management System (ITMS), which have been independently developed by PharmaBio and/or its Affiliates (collectively "Quintiles PharmaBio Property"). Any Quintiles PharmaBio Property or improvements thereto which are disclosed, used, improved, modified or developed by Quintiles under or during the term of this Agreement shall remain the sole and exclusive property of PharmaBio or the respective AffiliatesAffiliate. 4.5 Neither PharmaBio, Innovex, nor Kos or any of their Affiliates shall make any public announcements regarding this Agreement or the terms and conditions thereof without the prior written approval of Kos on the one hand and PharmaBio or Innovex on the other hand.

Confidentiality and Ownership of Information. 4.1 Discovery on 5.1 Each of the one part and PharmaBio on the other part each parties acknowledges that, in the course of performing its obligations hereunder, it may receive information from the other party which that is proprietary to the disclosing party and which that the disclosing party wishes to protect from public disclosure ("Confidential InformationCONFIDENTIAL INFORMATION"). Each receiving party agrees Columbia and LDS each agree to retain in confidence, during the Commission TermTerm of this Agreement, and thereafter for a period of seven (7) years, all Confidential Information disclosed to it by or on behalf of the other party, and that it will not, without the written consent of such other party, use Confidential Information for any purpose other than the purposes indicated set forth herein. These restrictions shall not apply to Confidential Information whichthat: (i) is or becomes public knowledge (through no fault of the receiving party); (ii) is made lawfully available to the receiving party by an independent third party that, to the knowledge of the receiving party, is under no duty of confidentiality to the disclosing party; (iii) is already in the receiving party's possession at the time of receipt from the disclosing party (and such prior possession can be properly demonstrated by competent evidence by the receiving party); (iv) is independently developed by the receiving party and/or Affiliates an affiliate of the receiving party (and such independent development can be properly demonstrated by competent evidence by the receiving party); or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by the receiving party, ; provided, however, that if reasonably possible, such the receiving party gives will give the disclosing party sufficient advance written notice to permit it to seek a protective order or other similar order with respect to such Confidential Information and, thereafter, the receiving party discloses will disclose only the minimum Confidential Information required to be disclosed in order to complydisclosed. 4.2 PharmaBio on the one hand 5.2 Subject to Section 5.1, Columbia and Discovery on the other hand LDS shall limit disclosure of the other party's Confidential Information to only those of their respective officers, representatives, agents and employees (collectively "Agents") who are directly concerned with the performance of this Agreement and have a legitimate need to know such Confidential Information. Upon receipt of a request from either party, the receiving party shall return all Confidential Information in of the performance other within 30 days of their dutiessuch request; provided, however, that each party can maintain one copy of the other's Confidential Information to monitor compliance with this Section 5, to satisfy regulatory requirements or to resolve disputes regarding the Services. 4.3 All Discovery inventions, processes, know-how, 5.3 Each party's patents, trade secrets, copyrights, trade names, trademarks, service marks, marketing materials, proprietary materials or other intellectual property of any kind, and all improvements to any of the foregoing (collectively, "Discovery PropertyINTELLECTUAL PROPERTY"), disclosed, used, improved, modified or developed ) used in connection with the relationship contemplated by this Agreement shall remain the sole and exclusive property of Discovery. PharmaBio that party, and the other party's rights to use such Intellectual Property shall not have any right, title be limited to those rights expressly permitted by this Agreement. 5.4 No public announcement or interest in or other disclosure to any Discovery Property. 4.4 Discovery acknowledges that PharmaBio (and its Affiliates) possess certain inventions, processes, know-how, trade secrets, improvements, other intellectual properties and other assets, including but not limited to analytical methods, procedures and techniques, computer technical expertise and software, and business practices, including, but not limited to third party concerning the Innovex Territory Management System (ITMS), which have been independently developed by PharmaBio and/or its Affiliates (collectively "Quintiles Property"). Any Quintiles Property existence or improvements thereto which are disclosed, used, improved, modified or developed by Quintiles under or during the term terms of this Agreement shall remain be made, either directly or indirectly, by any party, except as may be legally required or as may be required for financial reporting purposes, without first obtaining the sole written approval of the other party and exclusive property agreement upon the nature and text of PharmaBio such announcement or the respective Affiliates.disclosure. [***] A CONFIDENTIAL PORTION OF THE MATERIAL HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. EXECUTION DOCUMENTS

Confidentiality and Ownership of Information. 4.1 Discovery 5.1 Pilot on the one part and PharmaBio on the other part each acknowledges that, in the course of performing its obligations hereunder, it may receive information from the other party which is proprietary to the disclosing party and which the disclosing party wishes to protect from public disclosure ("Confidential Information"). Each receiving party agrees to retain in confidence, during the Commission Royalty Term, and thereafter for a period of seven (7) years, all Confidential Information disclosed to it by or on behalf of the other party, and that it will not, without the written consent of such other party, use Confidential Information for any purpose other than the purposes indicated herein. These restrictions shall not apply to Confidential Information which: (i) is or becomes public knowledge (through no fault of the receiving party); (ii) is made lawfully available to the receiving party by an independent third party that, to the knowledge of the receiving party, is under no duty of confidentiality to the disclosing party; (iii) is already in the receiving party's possession at the time of receipt from the disclosing party (and such prior possession can be properly demonstrated by competent evidence by the receiving party); (iv) is independently developed by the receiving party and/or Affiliates (and such independent development can be properly demonstrated by competent evidence by the receiving party); or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by the receiving party, provided, however, if reasonably possible, such receiving party gives the disclosing party sufficient advance written notice to permit it to seek a protective order or other similar order with respect to such Confidential Information and, thereafter, the receiving party discloses only the minimum Confidential Information required to be disclosed in order to comply. 4.2 5.2 PharmaBio on the one hand and Discovery Pilot on the other hand shall limit disclosure of the other party's Confidential Information to only those of their respective officers, representatives, agents and employees (collectively "Agents") who are directly concerned with the performance of this Agreement and have a legitimate need to know such Confidential Information in the performance of their duties. 4.3 5.3 All Discovery Pilot inventions, processes, know-how, patents, trade secrets, copyrights, trade names, trademarks, service marks, marketing materials, proprietary materials or other intellectual property of any kind, and all improvements to any of the foregoing (collectively, "Discovery Pilot Property"), disclosed, used, improved, modified or developed in connection with the relationship contemplated by this Agreement shall remain the sole and exclusive property of DiscoveryPilot. PharmaBio Except as otherwise expressly provided in the Commercialization Agreement, no member of the Quintiles Group shall not have any right, title or interest in or to any Discovery Pilot Property. 4.4 Discovery 5.4 Pilot acknowledges that PharmaBio (and its Affiliates) possess the Quintiles Group possesses certain inventions, processes, know-how, trade secrets, improvements, other intellectual properties and other assets, including but not limited to analytical methods, procedures and techniques, computer technical expertise and software, and business practices, including, but not limited to the Innovex Territory Management System (ITMS), which have been independently developed by PharmaBio and/or its Affiliates the Quintiles Group (collectively "Quintiles Innovex Property"). Any Quintiles Innovex Property or improvements thereto which are disclosed, used, improved, modified or developed by Quintiles Innovex under or during the term of this Agreement shall remain the sole and exclusive property of PharmaBio or the respective AffiliatesInnovex.

Confidentiality and Ownership of Information. 4.1 Discovery on Each of the one part and PharmaBio on the other part each parties acknowledges that, in the course of performing its obligations hereunder, it may receive information from the other party which is proprietary to the disclosing party and which the disclosing party wishes to protect from public disclosure ("“Confidential Information"”). Each receiving party agrees Barrier and Novartis agree to retain in confidence, during the Commission TermTerm of this Agreement, any subsequent renewals thereof, and thereafter for a period of seven (7) yearsthereafter, all Confidential Information disclosed to it by or on behalf of the other party, and that it will not, without the written consent of such other party, use Confidential Information for any purpose other than the purposes indicated herein. These restrictions shall not apply to Confidential Information which: (i) is or becomes public knowledge (through no fault of the receiving party); (ii) is made lawfully available to the receiving party by an independent third party that, to the knowledge of the receiving party, is under no duty of confidentiality to the disclosing party; (iii) is already in the receiving party's ’s possession at the time of receipt from the disclosing party and was not acquired, directly or indirectly, from the other party (and such prior possession can be properly demonstrated by competent evidence by the receiving party); (iv) is independently developed by the receiving party and/or Affiliates (and such independent development can be properly demonstrated by competent evidence by the receiving party); or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by the receiving party, provided, however, if reasonably possible, such receiving party gives the disclosing party sufficient advance written notice to permit it to seek a protective order or other similar order with respect to such Confidential Information and, thereafter, the receiving party discloses only the minimum Confidential Information required to be disclosed in order to comply. 4.2 PharmaBio on the one hand Barrier and Discovery on the other hand Novartis shall limit disclosure of the other party's ’s Confidential Information to only those of their respective officers, representatives, agents and employees (collectively "“Agents"”) who are directly concerned with the performance of this Agreement and Agreement, have a legitimate need to know such Confidential Information, and have agreed in writing to be bound by the confidentiality obligations contained in this Agreement. Upon receipt of notice of termination by Barrier, Novartis shall return all Barrier Confidential Information in the performance of their dutiesto Barrier. 4.3 All Discovery inventions, processes, know-how, Barrier patents, trade secrets, copyrights, trade names, trademarks, service marks, marketing materials, proprietary materials or other intellectual property of any kind, and all improvements to any of the foregoing (collectively, "Discovery collectively “Barrier Property"), disclosed, used, improved, modified or developed ”) used in connection with the relationship contemplated by Services provided pursuant to this Agreement shall remain the sole and exclusive property of Discovery. PharmaBio Barrier, and Novartis rights to use such Barrier Property shall not have any right, title or interest in or be limited to any Discovery Propertythose permitted by this Agreement. 4.4 Discovery Barrier acknowledges that PharmaBio (and its Affiliates) possess Novartis possesses certain inventions, processes, know-how, trade secrets, improvements, other intellectual properties and other assets, including but not limited to analytical methods, procedures and techniques, computer technical expertise and software, and business practices, including, but not limited to the Innovex Territory Management System (ITMS), which have been independently developed by PharmaBio and/or its Affiliates Novartis (collectively "Quintiles “Novartis Property"”). Any Quintiles Novartis and Barrier agree that any Novartis Property or improvements thereto which are disclosed, used, improved, modified or developed by Quintiles Novartis or Barrier under or during the term of this Agreement shall remain are the sole and exclusive property of PharmaBio Novartis. 4.5 Neither party will use, or authorize others to use, the respective Affiliatesname, symbols, or marks of the other party in any advertising or publicity material or make any form of representation or statement with regard to the Services which would constitute an express or implied endorsement by the other party of any commercial product or service without that other party’s prior written approval. 4.6 Novartis agrees to use only Barrier provided promotional materials. The use of non-authorized materials (homemade visuals, non-approved research papers, etc.) will constitute a violation of this agreement.

Confidentiality and Ownership of Information. 4.1 Discovery on the one part Each of Kos, Innovex and PharmaBio on the other part each acknowledges that, in the course of performing its obligations hereunder, it may receive information from the other another party which is proprietary to the disclosing party and which the disclosing party wishes to protect from public disclosure ("Confidential Information"). Each receiving party Innovex, PharmaBio and Kos each agrees to retain in confidence, during the Commission TermTerm of this Master Agreement and the Work Order, and any subsequent renewals thereof, and thereafter for a period of seven (7) years, all Confidential Information disclosed to it by or on behalf of the other another party, and that it will not, without the written consent of such other party, use Confidential Information for any purpose other than the purposes indicated herein. These restrictions shall not apply to Confidential Information which: (i) is or becomes public knowledge (through no fault of the receiving party); (ii) is made lawfully available to the receiving party by an independent third party that, to the knowledge of the receiving party, is under no duty of not bound by any confidentiality to the disclosing partyobligation; (iii) is already in the receiving party's possession at the time of receipt from the disclosing party (and such prior possession can be properly demonstrated by competent evidence by the receiving party); (iv) is independently developed by the receiving party and/or Affiliates by persons who have not had any contact with the Confidential Information (and such independent development can be properly demonstrated by competent evidence by the receiving party); or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by the receiving party, provided, however, if reasonably possible, such receiving party gives the disclosing party sufficient advance written notice to permit it to seek a protective order or other similar order with respect to such Confidential Information and, thereafter, the receiving party discloses only the minimum Confidential Information required to be disclosed in order to comply. 4.2 Innovex, PharmaBio on the one hand and Discovery on the other hand Kos shall limit disclosure of the other party's Confidential Information to only those of their respective officers, representatives, agents and employees (collectively "Agents") who are directly concerned with the performance of this Master Agreement and have a legitimate need to know such Confidential Information. Upon receipt of notice of termination by Kos, each of PharmaBio and Innovex shall return all Kos Confidential Information in the performance to Kos within thirty (30) days of their dutiesreceipt of such notification. 4.3 All Discovery inventions, processes, know-how, Kos patents, trade secrets, copyrights, trade names, trademarks, service marks, marketing materials, proprietary materials or other intellectual property of any kind, and all improvements to any of the foregoing (collectively, collectively "Discovery Kos Property"), disclosed, used, improved, modified or developed ) used in connection with the relationship contemplated by Services provided pursuant to this Master Agreement or the Work Order shall remain the sole and exclusive property of DiscoveryKos, and Innovex's rights to use such Kos Property shall be limited to those permitted by this Master Agreement or the Work Order. PharmaBio shall not have Kos and Innovex agree that any rightKos Property or improvements thereto which are used, title improved, modified or interest in developed by Kos under or to any Discovery Propertyduring the term of this Master Agreement or the Work Order are the sole and exclusive property of Kos. 4.4 Discovery Kos acknowledges that PharmaBio (and its Affiliates) possess Innovex possesses certain inventions, processes, know-how, trade secrets, improvements, other intellectual properties and other assets, including but not limited to analytical methods, procedures and techniques, computer technical expertise and software, and business practices, including, but not limited to the Innovex Territory Management System (ITMS), which have been independently developed by PharmaBio and/or its Affiliates Innovex (collectively "Quintiles Innovex Property"). Any Quintiles Kos and Innovex agree that any Innovex Property or improvements thereto which are disclosed, used, improved, modified or developed by Quintiles Innovex under or during the term of this Master Agreement shall remain or the Work Order are the sole and exclusive property of PharmaBio Innovex. 4.5 No public announcement or other disclosure to any third party concerning the existence of or terms of this Master Agreement, the Investment and Royalty Agreement, the Work Order, and any other document or agreement executed in connection with this transaction (the "Transaction Documents") shall be made, either directly or indirectly, by any party hereto, except as may be legally required or as may be required for financial reporting purposes, without first obtaining the written approval of the other party and agreement upon the nature and text of such announcement or disclosure. Each party agrees that it shall cooperate fully with the other with respect to all disclosures regarding the Transaction Documents to the Securities Exchange Commission and any other governmental or regulatory agencies or any third party, including requests for confidential treatment of proprietary information of any party included in any such disclosure. 4.6 Kos shall have and retain sole and exclusive right, title and interest in and to all inventions, discoveries, writings, trade secrets, know-how, methods, practices, procedures, engineering information, marks, designs, devices, improvements, manufacturing information and other technology, whether or not patentable, trademarkable or copyrightable, and any patent applications, patents, trademarks or copyrights based thereon ("Inventions") that are made, discovered, conceived, reduced to practice or generated by Kos (or its employees or representatives) or by Innovex's employees or Agents that in any way relate to the Kos Products or the respective Affiliatesactive ingredients (niacin and lovastatin) in the Kos Products or to the marketing or sales of such Kos Products.