Common use of Confidentiality and Publication Clause in Contracts

Confidentiality and Publication. Subject to the remaining provisions of this clause 8, each Party will treat all Confidential Information of any other Party as confidential and will not, without the consent of the other relevant Party, disclose or permit the same either to be disclosed to third parties or to be used, except solely as contemplated by this Agreement. Each Party must use all reasonable endeavours to ensure that its representatives comply with the obligations of confidentiality imposed upon it under this clause 8 as if those representatives were bound in the same way. Each Party must advise each other Party as soon as practicably possible of any breach of any confidentiality obligations under this Agreement of which it becomes aware. A Party may disclose Confidential Information if required to do so by law or to its professional advisers, subject to the relevant adviser being bound by similar obligations of confidentiality, or if necessary, entering into an appropriate confidentiality undertaking. A Party may publish the Project IP, subject to it complying with the following: prior to any publication, the Party must provide the other Party with full details of the Project IP it proposes to publish and the nature of the publication; and the other Party must notify the first Party whether permission to publish has been granted or refused within 30 days of the request (or such other period as may be set out at Item 7 of the Schedule) (Period); and if the other Party fails to notify the first Party of its decision under clause 8.5(b) within the Period shall be deemed to have consented to the proposed publication by the first Party; and any other Party may only refuse a request to publish if, in that other Party’s reasonable opinion, the publication is likely to jeopardise: the protection of Project IP (as applicable) under any statute of monopoly; or the successful commercialisation of the Project IP by the Party with such rights, or

Confidentiality and Publication. Subject 18.1. Each Party (the “Receiving Party”) undertakes: 18.1.1. to the remaining provisions of this clause 8, each Party will treat maintain as secret and confidential all Confidential Information of any obtained directly or indirectly from the other Party as confidential (“Disclosing Party”) in the course of performing of obligations or in anticipation of this Agreement; 18.1.2. to use and will not, without disclose the consent Confidential Information of the other relevant Party, disclose or permit Party only for the same either purposes of this Agreement and/or in so far as such use and/or disclosure is reasonably required to be disclosed enable the Party to third parties or to be used, except solely as contemplated by exploit its rights under this Agreement; 18.1.3. Each to disclose the Confidential Information of the other Party must use all reasonable endeavours only to ensure those of its employees, contractors, and sub-licensees to whom and to the extent that such disclosure is reasonably necessary for the purposes of exploiting its representatives rights and complying with its obligations under this Agreement, including disclosure to the appointed CRO and professional consultants; 18.1.4. to comply with the obligations of confidentiality imposed upon it under this clause 8 18 for so long as if those representatives were bound it has knowledge of any Confidential Information received or derived from the other Party which period shall, for the avoidance of doubt, survive termination or expiry of this Agreement. 18.2. The provisions of clause 18.1 shall not apply to Confidential Information which the Receiving Party can prove: 18.2.1. was, prior to its receipt by the Receiving Party from the Disclosing Party, in the same waypossession of the Receiving Party and at Us free disposal; 18.2.2. Each is subsequently disclosed to the Receiving Party must advise each other without any obligations of confidence by a third party who has not derived it directly or indirectly from the Disclosing Party; 18.2.3. is or becomes generally available to the public through no act or default of the Receiving Party or its agents, employees, Affiliates or sub-licensees; 18.2.4. the Receiving Party is required to disclose to the courts of any competent jurisdiction, or to any government regulatory agency or financial authority, provided that the Receiving Party shall: (i) inform the Disclosing Party as soon as practicably is reasonably practicable of its obligation to disclose such information; and (ii) at the Disclosing Party’s request seek to persuade the court, agency or authority to have such information treated in a confidential manner, where this is possible under the court, agency or authority’s procedures. 18.3. The Receiving ▇▇▇▇▇ shall procure that all of its employees, contractors who have access to any breach of any confidentiality obligations under this Agreement the Disclosing Party’s Confidential Information, shall be made aware of which it becomes aware. A Party may disclose Confidential Information if required to do so by law or to its professional advisers, and subject to these obligations and shall have entered into written undertakings of confidentiality at least as restrictive as those set out in this clause 18. 18.4. The Parties agree that any publications relating to the relevant adviser being bound Results shall be approved in advance by similar obligations of confidentialitythe Scientific Subcommittee. Any publications shall acknowledge both Parties appropriately, or if necessary, entering into an appropriate confidentiality undertaking. A Party may publish the Project IP, subject to it complying with the following: prior to any publication, the Party must provide the other Party with full details of the Project IP it proposes to publish and the nature of the publication; and the other Party must notify Lipoxen shall have the first Party whether permission right to publish has been granted or refused within 30 days of the request (or such other period as may be set out at Item 7 of the Schedule) (Period); and if the other Party fails to notify the first Party of its decision under clause 8.5(b) within the Period shall be deemed to have consented to the proposed publication by the first Party; and submit any other Party may only refuse a request to publish if, in that other Party’s reasonable opinion, the publication is likely to jeopardise: the protection of Project IP (as applicable) under any statute of monopoly; or the successful commercialisation of the Project IP by the Party with such rights, orpaper for publication.

Confidentiality and Publication. Subject to the remaining provisions of this clause 8, each Party will treat all Confidential Information of any other Party as confidential and will not, without the consent of the other relevant Party, disclose or permit the same either to be disclosed to third parties or to be used, except solely as contemplated by this Agreement. Each Party must use all reasonable endeavours to ensure that its representatives comply with the obligations of confidentiality imposed upon it under this clause 8 as if those representatives were bound in the same way. Each Party must advise each other Party as soon as practicably possible of any breach of any confidentiality obligations under this Agreement of which it becomes aware. A Party may disclose Confidential Information if required to do so by law or to its professional advisers, subject to the relevant adviser being bound by similar obligations of confidentiality, or if necessary, entering into an appropriate confidentiality undertaking. A Party may publish the Project IP, subject to it complying with the following: prior to any publication, the Party must provide the other Party with full details of the Project IP it proposes to publish and the nature of the publication; and the other Party must notify the first Party whether permission to publish has been granted or refused within 30 days of the request (or such other period as may be set out at Item 7 of the ScheduleSchedule 1) (Period); and if the other Party fails to notify the first Party of its decision under clause 8.5(b) within the Period shall be deemed to have consented to the proposed publication by the first Party; and any other Party may only refuse a request to publish if, in that other Party’s reasonable opinion, the publication is likely to jeopardise: the protection of Project IP (as applicable) under any statute of monopoly; or the successful commercialisation of the Project IP by the Party with such rights, or

Confidentiality and Publication. Subject to the remaining provisions of this clause 8., each Party will treat all Confidential Information of any other Party as confidential and will not, without the consent of the other relevant Party, disclose or permit the same either to be disclosed to third parties or to be used, except solely as contemplated by this Agreement. Each Party must use all reasonable endeavours to ensure that its representatives comply with the obligations of confidentiality imposed upon it under this clause 8 8. as if those representatives were bound in the same way. Each Party must advise each other Party as soon as practicably possible of any breach of any confidentiality obligations under this Agreement of which it becomes aware. A Party may disclose Confidential Information if required to do so by law or to its professional advisers, subject to the relevant adviser being bound by similar obligations of confidentiality, or if necessary, entering into an appropriate confidentiality undertaking. A Party may publish the Project IP, subject to it complying with the following: prior to any publication, the Party must provide the other Party with full details of the Project IP it proposes to publish and the nature of the publication; and the other Party must notify the first Party whether permission to publish has been granted or refused within 30 days of the request (or such other period as may be set out at Item 7 of the Schedule) (Period); and if the other Party fails to notify the first Party of its decision under clause 8.5(b(b) within the Period shall be deemed to have consented to the proposed publication by the first Party; and any other Party may only refuse a request to publish if, in that other Party’s reasonable opinion, the publication is likely to jeopardise: the protection of Project IP (as applicable) under any statute of monopoly; or the successful commercialisation of the Project IP by the Party with such rights, or

Confidentiality and Publication. Subject to the remaining provisions of this clause 8, each Party will treat all Confidential Information of any other Party as confidential and will not, without the consent of the other relevant Party, disclose or permit the same either to be disclosed to third parties or to be used, except solely as contemplated by this Agreement. Each Party must use all reasonable endeavours to ensure that its representatives comply with the obligations of confidentiality imposed upon it under this clause 8 as if those representatives were bound in the same way. Each Party must advise each other Party as soon as practicably possible of any breach of any confidentiality obligations under this Agreement of which it becomes aware. A Party may disclose Confidential Information if required to do so by law or to its professional advisers, subject to the relevant adviser being bound by similar obligations of confidentiality, or if necessary, entering into an appropriate confidentiality undertaking. A Where the Parties jointly own the Research Results of the Project a Party may publish the Project IPResearch Results, subject to it complying with the following: prior to any publication, the Party must provide the other Party with full details of the Project IP Research Results it proposes to publish and the nature of the publication; and the other Party must notify the first Party whether permission to publish has been granted or refused within 30 days of the request (or such other period as may be set out at Item 7 of the Schedule) (Period)request; and if the other Party fails to notify the first Party of its decision under clause 8.5(b) within the Period said 30 days shall be deemed to have consented to the proposed publication by the first Party; and any other Party may only refuse a request to publish if, in that other Party’s reasonable opinion, the publication is likely to jeopardise: the protection of Project IP (as applicable) Research Results under any statute of monopoly; or the successful commercialisation of the Project IP Research Results by the Party with such rights, oror the other Party’s Confidential Information. Each Party’s obligations under this clause 8 shall survive termination or expiration of this Agreement.

Confidentiality and Publication. [CONSIDER IF BOTH CAN PUBLISH] Subject to the remaining provisions of this clause 87, each Party will treat all Confidential Information of any the other Party as confidential and will not, without the consent of the other relevant Party, Party disclose or permit the same either to be disclosed to third parties or to be used, except solely as contemplated by this Agreement. Each Party must use all reasonable endeavours to ensure that that: its representatives Representatives comply with the obligations of confidentiality imposed upon it under this clause 8 7 as if those representatives Representatives were bound in the same way; and the sites referred to in Appendix A observe the obligations of confidentiality in this clause 3 as if they were bound in the same way as each Party. [use if applicable] Each Party must advise each the other Party as soon as practicably possible of any breach of any confidentiality obligations under this Agreement of which it becomes aware. A Party may disclose Confidential Information if required to do so by law or to its professional advisers, subject to the relevant adviser being bound by similar obligations of confidentiality, or if necessary, entering into an appropriate confidentiality undertaking. A Party may publish the Project IPResearch Results, subject to it complying with the following: [amend if only one party has right to publish] prior to any publication, the Party must provide the other Party with full details of the Project IP Research Results it proposes to publish and the nature of the publication; and the other Party must notify the first Party whether permission to publish has been granted or refused within 30 days of the request (or such other period as may be set out at Item 7 of the Schedule) (Period)request; and if the other Party fails to notify the first Party of its decision under clause 8.5(b) within the Period shall be deemed to have consented to said 30 days, then first Party may publish the proposed publication by relevant Research Results. the first Party; and any other Party may only refuse a request to publish if, in that the other Party’s reasonable opinion, the publication is likely to jeopardise: the protection of Project IP (as applicable) Research Results under any statute of monopoly; or the successful commercialisation of the Project IP Research Results by the Party with such rights, oror the other Party’s Confidential Information; and any delay requested by the other Party must not exceed 18 months. Each Party’s obligations under this clause 7 shall survive termination or expiration of this Agreement.

Confidentiality and Publication. 8.1 Subject to the remaining provisions of this clause 8, each Party will treat all Confidential Information of any other Party as confidential and will not, without the consent of the other relevant Party, disclose or permit the same either to be disclosed to third parties or to be used, except solely as contemplated by this Agreement. . 8.2 Each Party must use all reasonable endeavours to ensure that its representatives comply with the obligations of confidentiality imposed upon it under this clause 8 as if those representatives were bound in the same way. . 8.3 Each Party must advise each other Party as soon as practicably possible of any breach of any confidentiality obligations under this Agreement of which it becomes aware. . 8.4 A Party may disclose Confidential Information if required to do so by law or to its professional advisers, subject to the relevant adviser being bound by similar obligations of confidentiality, or if necessary, entering into an appropriate confidentiality undertaking. . 8.5 A Party may publish the Project IP, subject to it complying with the following: : (a) prior to any publication, the Party must provide the other Party with full details of the Project IP it proposes to publish and the nature of the publication; and and (b) the other Party must notify the first Party whether permission to publish has been granted or refused within 30 days of the request (or such other period as may be set out at Item 7 of the Schedule) (Period); and and (c) if the other Party fails to notify the first Party of its decision under clause 8.5(b) within the Period shall be deemed to have consented to the proposed publication by the first Party; and and (d) any other Party may only refuse a request to publish if, in that other Party’s reasonable opinion, the publication is likely to jeopardise: : (i) the protection of Project IP (as applicable) under any statute of monopoly; or or (ii) the successful commercialisation of the Project IP by the Party with such rights, or (iii) the other Party’s Confidential Information. 8.6 The Parties acknowledge that where a student who is actively involved in the Project requires the Project IP to be published, in whole or in part, as part of their thesis for the award of a degree, that: (a) ownership of copyright in a thesis authored by the student is owned by the relevant student; (b) the thesis may be distributed to the student’s examiners, on a confidential basis; and (c) unless otherwise agreed in accordance with clause 6.6, the educational institution at which the student is enrolled (Host Institution) may deposit in the Host Institution’s library (in electronic or printed form) a copy of the student’s completed thesis or work submitted for a higher degree. 8.7 Each Party’s obligations under this clause 8 shall survive termination or expiration of this Agreement.

Confidentiality and Publication. [CONSIDER IF BOTH CAN PUBLISH] Each Party must ensure that its staff are made aware and comply with the provisions of section 141 of Health Services ▇▇▇ ▇▇▇▇ (Vic) and section 346 of the Mental Health Act 2014 (Vic) which relates to the unlawful disclosure of patient information. Each Party must comply with all Commonwealth, State and Territory privacy, health records or similar legislation and regulations, including but not limited to the Privacy and Data Protection ▇▇▇ ▇▇▇▇ (Vic) and the Health Records ▇▇▇ ▇▇▇▇ (Vic); Each Party shall provide the other with all information necessary to enable a Party to discharge its obligations under the Freedom of Information ▇▇▇ ▇▇▇▇ (Vic) in relation to matters relating to this; and Each Party must comply with any request which one Party may make in writing to the other, from time to time, which may be reasonably required to ensure that the Party complies with its obligations arising under any Commonwealth, State or Territory privacy, health records or similar legislation or regulations. Subject to the remaining provisions of this clause 87, each Party will treat all Confidential Information of any the other Party as confidential and will not, without the consent of the other relevant Party, Party disclose or permit the same either to be disclosed to third parties or to be used, except solely as contemplated by this Agreement. Each Party must use all reasonable endeavours to ensure that that: its representatives Representatives comply with the obligations of confidentiality imposed upon it under this clause 8 7 as if those representatives Representatives were bound in the same way; and the sites referred to in Appendix A observe the obligations of confidentiality in this clause 7 as if they were bound in the same way as each Party. [use if applicable] Each Party must advise each the other Party as soon as practicably possible of any breach of any confidentiality obligations under this Agreement of which it becomes aware. A Party may disclose Confidential Information if required to do so by law or to its professional advisers, subject to the relevant adviser being bound by similar obligations of confidentiality, or if necessary, entering into an appropriate confidentiality undertaking. A Party may publish the Project IPResearch Results, subject to it complying with the following: [amend if only one party has right to publish] prior to any publication, the Party must provide the other Party with full details of the Project IP Research Results it proposes to publish and the nature of the publication; and the other Party must notify the first Party whether permission to publish has been granted or refused within 30 days of the request (or such other period as may be set out at Item 7 of the Schedule) (Period)request; and if the other Party fails to notify the first Party of its decision under clause 8.5(b) within the Period shall be deemed to have consented to said 30 days, then first Party may publish the proposed publication by relevant Research Results. the first Party; and any other Party may only refuse a request to publish if, in that the other Party’s reasonable opinion, the publication is likely to jeopardise: the protection of Project IP (as applicable) Research Results under any statute of monopoly; or the successful commercialisation of the Project IP Research Results by the Party with such rights, oror the other Party’s Confidential Information; and any delay requested by the other Party must not exceed 18 months. Each Party’s obligations under this clause 7 shall survive termination or expiration of this Agreement.