Common use of Confidentiality Limitation Clause in Contracts

Confidentiality Limitation. Notwithstanding any provision to the contrary set forth in this Agreement, each Party may use and disclose the other Party’s Confidential Information as follows: (i) under appropriate written confidentiality and non-use obligations no less stringent than those in this Agreement, to its Affiliates, bona fide potential or actual collaboration partners, licensors, Sublicensees, licensees, or strategic partners and to employees, directors, agents, consultants, and advisers of any other Third Parties, (ii) to its financial advisors, attorneys and accountants, bona fide actual or potential acquisition partners, financing sources or investors and underwriters on a need to know basis, in each case under appropriate confidentiality and non-use obligations (which may include professional ethical obligations) no less stringent than those in this Agreement; provided, however, that each Party will remain responsible for any failure by any of the foregoing individuals to treat such Confidential Information as required under Section 8.1 (Confidential Information) as if such individuals were parties directly bound to the requirements of this Section 8.1 (Confidential Information), or (iii) as required by any court or other governmental body or as otherwise required by applicable Laws (including any such disclosures as are required by a Regulatory Authority in connection with seeking Regulatory Approval, Pricing and Reimbursement Approval, import authorization for any Licensed Product in the Territory, or the rules or regulations of the United States Securities and Exchange Commission or similar Regulatory Authority in a country other than the United States or of any stock exchange or listing entity (including in connection with the public sale of securities)); provided, that, notice is promptly given to the other Party and the disclosing Party cooperates with reasonable requests from the other Party to seek a protective order or other appropriate remedy to protect the Confidential Information. Notwithstanding any provision to the contrary contained in this Article 8 (Confidentiality and Publicity), Confidential Information that is permitted or required to be disclosed will remain otherwise subject to the confidentiality and non-use provisions of Section 8.1(b) (Permitted Disclosures) and this Section 8.1(c) (Confidentiality Limitation). If either Party concludes that a copy of this Agreement must be filed with the United States Securities and Exchange Commission or similar Governmental Authority in a country other than the United States, then such Party will, a reasonable time prior to any such filing, provide the other Party with a copy of such agreement showing any provisions hereof as to which the Party proposes to request confidential treatment, will provide the other Party with an opportunity to comment on any such proposed redactions and to suggest additional redactions, and will take such Party’s reasonable comments into consideration before filing such agreement and use reasonable efforts to have terms identified by such other Party afforded confidential treatment by the applicable Regulatory Authority.

Confidentiality Limitation. Notwithstanding any provision to the contrary set forth in this Agreement, each Party may use and disclose the other Party’s Confidential Information as follows: (i) under appropriate written confidentiality and non-use obligations no less stringent than substantially equivalent to those in this Agreement, to its Affiliates, bona fide potential or actual collaboration partners, licensors, Sublicensees, licensees, or strategic partners or securitization partners, and to employees, directors, agents, consultants, and advisers of any other Third Parties, (ii) to its financial advisors, attorneys and accountants, bona fide actual or potential acquisition partners, financing sources or investors and underwriters on a need to know basis, in each case under appropriate confidentiality and non-use obligations (which may include professional ethical obligations) no less stringent than those in this Agreement, but of duration customary in confidentiality agreements entered into for a similar purpose; provided, however, that each Party will remain responsible for any failure by any of the foregoing individuals to treat such Confidential Information as required under Section 8.1 (Confidential Information) as if such individuals were parties directly bound to the requirements of this Section 8.1 (Confidential Information), or (iii) as required by any court or other governmental body or as otherwise required by applicable Laws (including any such disclosures as are required by a Regulatory Authority in connection with seeking Regulatory Approval, Pricing and Reimbursement Approval, import authorization for any Licensed Product in the Territory, or the rules or regulations of the United States Securities and Exchange Commission or similar Regulatory Authority in a country other than the United States or of any stock exchange or listing entity (including in connection with the public sale of securities)); provided, that, notice is promptly given to the other Party and the disclosing Party cooperates with reasonable requests from the other Party to seek a protective order or other appropriate remedy to protect the Confidential Information, (v) with the disclosing Party’s prior written consent, to the extent such use or disclosure is reasonably necessary for the Prosecution of the Licensed Patent Rights. Notwithstanding any provision to the contrary contained in this Article 8 (Confidentiality and Publicity), Confidential Information that is permitted or required to be disclosed will remain otherwise subject to the confidentiality and non-use provisions of Section 8.1(b) (Permitted Disclosures) and this Section 8.1(c) (Confidentiality Limitation). If either Party concludes that a copy of this Agreement must be filed with the United States Securities and Exchange Commission or similar Governmental Authority in a country other than the United States, then such Party will, a reasonable time prior to any such filing, provide the other Party with a copy of such agreement showing any provisions hereof as to which the Party proposes to request confidential treatment, will provide the other Party with an opportunity to comment on any such proposed redactions and to suggest additional redactions, and will take such Party’s reasonable comments into consideration before filing such agreement and use reasonable efforts to have terms identified by such other Party afforded confidential treatment by the applicable Regulatory Authority.

Confidentiality Limitation. Notwithstanding any provision anything to the contrary set forth in this Agreementherein, each Party may use and disclose the other Party’s Confidential Information as follows: (i) under appropriate written confidentiality and non-use obligations no less stringent than those in this Agreement, to its Affiliates, bona fide potential or actual collaboration partnerscollaborators, licensors, Sublicensees, licenseessublicensees, or strategic partners and to employees, directors, agents, consultants, and advisers of any other such Third Parties, (ii) to its financial advisors, attorneys and accountants, bona fide actual or potential acquisition partners, financing sources or investors and underwriters in all cases on a need to know basis, in each case and under appropriate confidentiality and non-use obligations (which may include professional ethical obligations) no less stringent than those in this AgreementAgreement (but of duration customary in confidentiality agreements entered into for a similar purpose); provided, however, that each Party will remain responsible for any failure by any of the foregoing individuals recipients to treat such Confidential Information as required under Section 8.1 (Confidential Information) 9.1 as if such individuals recipients were parties directly bound to the requirements of this Section 8.1 9.1, (Confidential Information), or (iiiii) as required by any court or other governmental body or other Governmental Authority as otherwise required by applicable Laws (including any such disclosures as are required by a Regulatory Authority in connection with seeking Regulatory Approval, Pricing and Reimbursement Approval, import authorization for any Licensed Product in the Territory, or the rules or regulations of the United States Securities and Exchange Commission or similar Regulatory Authority in a country other than the United States or of any stock exchange or listing entity (including in connection with the public sale of securities)entity); provided, that, notice is promptly given to the other Party and the disclosing Party cooperates with reasonable requests from the other Party to seek a protective order or other appropriate remedy to protect the Confidential Information, or (iii) to a patent authority as may be reasonably necessary or useful for purposes of obtaining Patent Rights as permitted by this Agreement; provided that reasonable measures shall be taken to assure confidential treatment of such information, to the extent such protection is available. Notwithstanding any provision anything to the contrary contained in this Article 8 (Confidentiality and Publicity)ARTICLE IX, Confidential Information that is permitted or required to be disclosed will remain otherwise subject to the confidentiality and non-use provisions of Section 8.1(b) (Permitted Disclosures9.1(b) and this Section 8.1(c) (Confidentiality Limitation9.1(c). If either Party concludes that a copy of this Agreement must be filed with the United States Securities and Exchange Commission or similar Governmental Regulatory Authority in a country other than the United States, then such Party will, within a reasonable time (and in no event less than [***]) prior to any such filing, provide the other Party with a copy of such agreement this Agreement showing any provisions hereof as to which the Party proposes to request confidential treatment, treatment and will provide the other Party with an opportunity to comment on any such proposed redactions and to suggest additional redactions, and . The Party filing the Agreement will take such the other Party’s reasonable comments into consideration before filing such agreement and use reasonable efforts to have terms identified by such other Party afforded confidential treatment by the applicable Regulatory Authority.

Confidentiality Limitation. Notwithstanding any provision to the contrary set forth in this Agreementanything herein, each Party may use and disclose the other Party’s Confidential Information and the terms of this Agreement as follows: (i) by BioNTech or its Affiliates under appropriate written confidentiality and non-use obligations no less stringent than those in this AgreementAgreement (but of duration customary in confidentiality agreements entered into for a similar purpose), to its Affiliates, bona fide potential or actual collaboration partnerscollaborators, licensors, Sublicensees, licensees, or strategic partners and and, on a need to know basis, to employees, directors, agents, consultants, and advisers of any other such Third Parties, (ii) by OncoC4 or its Affiliates under appropriate written confidentiality and non-use obligations no less stringent than those in this Agreement (but of duration customary in confidentiality agreements entered into for a similar purpose), to permitted contractors, sublicenses and Service Providers and, on a need to know basis, to employees, directors, agents, consultants, and advisers of any such Third Parties, (iii) by either Party to its financial advisors, attorneys and accountants, to bona fide actual or potential acquisition partners, financing sources or sources, investors and underwriters on a need to know basis, in each case case, under appropriate confidentiality and non-use obligations (which may include professional ethical obligations) no less stringent than those in this AgreementAgreement (but of duration customary in confidentiality agreements entered into for a similar purpose); provided, however, that each Party will remain responsible for any failure by any of the foregoing individuals or entities to treat such Confidential Information as required under Section 8.1 (Confidential Information) 9.1 as if such individuals or entities were parties directly bound to the requirements of this Section 8.1 (Confidential Information)9.1, or (iiiiv) as required by any court or other governmental body or as otherwise required by applicable Laws (including any such disclosures as are required by a Regulatory Authority in connection with seeking Regulatory Approval, Pricing and Reimbursement Approval, import authorization for any Licensed Product in the Territory, or the rules or regulations of the United States Securities and Exchange Commission or similar Regulatory Authority in a country other than the United States or of any stock exchange or listing entity (including in connection with the public sale of securities)entity); provided, thatthat except for disclosures of Confidential Information to any Regulatory Authority, notice is promptly given to the other Party and the disclosing Party cooperates with reasonable requests from the other Party to seek a protective order or other appropriate remedy to protect the Confidential Information. Notwithstanding any provision anything to the contrary contained in this Article 8 (Confidentiality and Publicity)ARTICLE IX, Confidential Information that is permitted or required to be disclosed will remain otherwise subject to the confidentiality and non-use provisions of Section 8.1(b) (Permitted Disclosures9.1(b) and this Section 8.1(c9.1(c) (Confidentiality Limitation)if it does not as a result of any of the foregoing disclosures become public. If either Party concludes that a copy of this Agreement must be filed with the United States Securities and Exchange Commission or similar Governmental Regulatory Authority in a country other than the United States, then such Party will, a reasonable time (and in no event less than [***] Business Days) prior to any such filing, provide the other Party with a copy of such agreement showing any provisions hereof as to which the Party proposes to request confidential treatment, will provide the other Party with an opportunity to comment on any such proposed redactions and to suggest additional redactions, and will take such other Party’s reasonable comments into consideration before filing such agreement redacted version of the Agreement and use reasonable efforts Commercially Reasonable Efforts to have terms identified by such other Party afforded confidential treatment by the applicable Regulatory AuthorityAuthority provided that such confidential treatment is reasonably available for the terms requested.

Confidentiality Limitation. Notwithstanding any provision anything to the contrary set forth in this Agreementherein, each Party may use and disclose the other Party’s Confidential Information as follows: (i) under appropriate written confidentiality and non-use obligations no less stringent than those in this Agreement, to its Affiliates, bona fide potential or actual collaboration partnerscollaborators, licensors, Sublicensees, licensees, or strategic partners and to employees, directors, agents, consultants, and advisers of any other Third Parties, (ii) to its financial advisors, attorneys and accountants, bona fide actual or potential acquisition partners, financing sources or investors and underwriters on a need to need-to-know basis, in each case under appropriate confidentiality and non-use obligations (which may include professional ethical obligations) no less stringent than those in this Agreement; provided, however, that each Party may disclose the terms of this Agreement (but not any other Confidential Information) to bona fide actual or potential acquisition partners, financing sources or investors on a need to know basis, in each case under appropriate confidentiality and non-use obligations (which may include professional ethical obligations) no less stringent than those in this Agreement and of duration customary in confidentiality agreements entered into for a similar purpose; provided, further, that each Party will remain responsible for any failure by any of the foregoing individuals to treat such Confidential Information as required under Section 8.1 (Confidential Information) 10.1 as if such individuals were parties directly bound to the requirements of this Section 8.1 (Confidential Information)10.1, or (iii) as required by any court or other governmental body or as otherwise required by applicable Laws (including any such disclosures as are required by a Regulatory Authority in connection with making any Regulatory Filing or seeking Regulatory Approval, Pricing and Reimbursement Approval, import authorization for any Licensed Product in the Territory, or the rules or regulations of the United States Securities and Exchange Commission or similar Regulatory Authority in a country other than the United States or of any stock exchange or listing entity (including in connection with the public sale of securities)); provided, that, notice is promptly given to the other Party and the disclosing Party cooperates with reasonable requests from the other Party to seek a protective order or other appropriate remedy to protect the Confidential Information. Notwithstanding any provision anything to the contrary contained in this Article 8 (Confidentiality and Publicity)ARTICLE X, Confidential Information that is permitted or required to be disclosed will remain otherwise subject to the confidentiality and non-use provisions of Section 8.1(b) (Permitted Disclosures10.1(b) and this Section 8.1(c) (Confidentiality Limitation10.1(c). If either Party concludes that a copy of this Agreement must be filed with the United States Securities and Exchange Commission or similar Governmental Regulatory Authority in a country other than the United States, then such Party will, within a reasonable time prior to any such filing, provide the other Party with a copy of such agreement showing any provisions hereof as to which the Party proposes to request confidential treatment, will provide the other Party with an opportunity to comment on any such proposed redactions and to suggest additional redactions, and will take such Party’s reasonable comments into consideration before filing such agreement and use reasonable efforts Commercially Reasonable Efforts to have terms identified by such other Party afforded confidential treatment by the applicable Regulatory Authority.

Confidentiality Limitation. Notwithstanding any provision anything to the contrary set forth in this Agreementherein, each Party may use and disclose the other Party’s Confidential Information as follows: (i) under appropriate written confidentiality and non-use obligations no less stringent than substantially equivalent to those in this Agreement, to its Affiliates, bona fide potential or and actual collaboration partnerspermitted sublicensees, licensorscontractors, Sublicensees, licensees, or strategic partners and to employees, directors, agents, consultantssubcontractors, and advisers of any other Third Parties, to the extent such use or disclosure is reasonably necessary to perform its obligations or to exercise its rights under this Agreement; (ii) to the extent such use or disclosure is consistent with this Agreement, is not prohibited by any agreements to which Company is a party and is reasonably necessary for filing or prosecuting the Licensed Patents; (iii) to its advisors (including financial advisors, attorneys and accountants), bona fide actual or potential acquisition partners, financing sources or investors and underwriters on a need to know basis, in each case under appropriate confidentiality and non-use obligations (which may include professional ethical obligations) no less stringent than substantially equivalent to those in this Agreement; provided, however, that each Party will remain responsible for any failure by any of the foregoing individuals to treat such Confidential Information as required under Section 8.1 (Confidential Information) as if such individuals were parties directly bound to the requirements of this Section 8.1 8.1; (Confidential Information), or (iiiiv) as required by any court or other governmental body or as otherwise required by applicable Laws (including any such disclosures as are required by a Regulatory Authority in connection with seeking Regulatory Approval, Pricing and Reimbursement Approval, a Regulatory Filing, or import authorization for any Licensed Product in the Territory, or the rules or regulations of the United States Securities and Exchange Commission or similar Regulatory Authority in a country other than the United States or of any stock exchange or listing entity (including in connection with the public sale of securities)entity); provided, provided that, notice is promptly given to the other Party and the disclosing Party cooperates with reasonable requests from the other Party to seek a protective order or other appropriate remedy to protect the Confidential Information; (v) a Party who is responsible for the filing, prosecution or maintenance of a patent application or a patent of a Family 1 Licensed Patent in a patent office in a Region pursuant to Section 7.2(a) or Section 7.2(d) may disclose the Confidential Information of the other Party in connection with those activities; or (vi) Company may disclose Confidential Information of the other Party in connection with the filing, prosecution, maintenance or enforcement of patent applications and patents disclosing Product Inventions. Notwithstanding any provision anything to the contrary contained in this Article 8 (Confidentiality and Publicity)ARTICLE VIII, Confidential Information that is permitted or required to be disclosed will remain otherwise subject to the confidentiality and non-use provisions of Section 8.1(b) (Permitted Disclosures) and this Section 8.1(c) (Confidentiality Limitation). If either any Party concludes that a copy of this Agreement must be filed with the United States Securities and Exchange Commission or similar Governmental Regulatory Authority in a country other than the United States, then such Party will, within a reasonable time prior to any such filing, provide the other Party Parties with a copy of such agreement showing any provisions hereof as to which the Party proposes to request confidential treatment, will provide the other Party Parties with an opportunity to comment on any such proposed redactions and to suggest additional redactions, and will take such Party’s reasonable comments into consideration before filing such agreement and use reasonable efforts Commercially Reasonable Efforts to have terms identified by such other Party Parties afforded confidential treatment by the applicable Regulatory Authority.

Confidentiality Limitation. Notwithstanding any provision anything to the contrary set forth in this Agreementherein, each Party may use and disclose the other Party’s Confidential Information as follows: (i) under appropriate written confidentiality and non-use obligations no less stringent than those in this Agreement, to its Affiliates, bona fide potential or actual collaboration partnerscollaborators, licensors, Sublicensees, licenseessublicensees, or strategic partners and to employees, directors, agents, consultants, and advisers of any other such Third Parties, (ii) to its financial advisors, attorneys and accountants, bona fide actual or potential acquisition partners, financing sources or investors and underwriters in all cases on a need to know basis, in each case and under appropriate confidentiality and non-use obligations (which may include professional ethical obligations) no less stringent than those in this AgreementAgreement (but of duration customary in confidentiality agreements entered into for a similar purpose); provided, however, that each Party will remain responsible for any failure by any of the foregoing individuals recipients to treat such Confidential Information as required under Section 8.1 (Confidential Information) as if such individuals recipients were parties directly bound to the requirements of this Section 8.1 8.1, (Confidential Information), or (iiiii) as required by any court or other governmental body or other Governmental Authority as otherwise required by applicable Laws Applicable Law (including any such disclosures as are required by a Regulatory Authority in connection with seeking Regulatory Approval, Pricing and Reimbursement Approval, import authorization for any Licensed Product in the Territory, or the rules or regulations of the United States Securities and Exchange Commission or similar Regulatory Authority in a country other than the United States or of any stock exchange or listing entity (including in connection with the public sale of securities)entity); provided, that, notice is promptly given to the other Party and the disclosing receiving Party cooperates with reasonable requests from the other Party to seek a protective order or other appropriate remedy to protect the Confidential Information, or (iii) to a patent authority as may be reasonably necessary or useful for purposes of obtaining Patents as permitted by this Agreement; provided that reasonable measures will be taken to assure confidential treatment of such information, to the extent such protection is available. Notwithstanding any provision anything to the contrary contained in this Article 8 (Confidentiality and Publicity)ARTICLE 8, Confidential Information that is permitted or required to be disclosed will remain otherwise subject to the confidentiality and non-use provisions of Section 8.1(b) (Permitted Disclosures) 8.1.2 and this Section 8.1(c) (Confidentiality Limitation)8.1.3. If either Party concludes that a copy of this Agreement must be filed with the United States Securities and Exchange Commission or similar Governmental Regulatory Authority in a country other than the United States, then such Party will, within a reasonable time (and in no event less than [***] Business Days) prior to any such filing, provide the other Party with a copy of such agreement this Agreement showing any provisions hereof as to which the Party proposes to request confidential treatment, treatment and will provide the other Party with an opportunity to comment on any such proposed redactions and to suggest additional redactions, and . The Party filing the Agreement will take such the other Party’s reasonable comments into consideration before filing such agreement and use reasonable efforts to have terms identified by such other Party afforded confidential treatment by the applicable Regulatory Authority.

Confidentiality Limitation. Notwithstanding any provision anything to the contrary set forth in this Agreementherein, each Party may use and disclose the other Party’s Confidential Information as follows: (i) under appropriate written confidentiality and non-use obligations no less stringent than those in this AgreementAgreement (but of duration customary in confidentiality agreements entered into for a similar purpose), to its Affiliates, bona fide potential or actual collaboration partnerscollaborators, licensors, Sublicensees, licensees, or strategic partners and to employees, directors, agents, consultants, and advisers of any other Third Parties, (ii) to its financial advisors, attorneys and accountants, bona fide actual or potential acquisition partners, financing sources or investors and underwriters on a need to know basis, in each case under appropriate confidentiality and non-use obligations (which may include professional ethical obligations) no less stringent than those in this AgreementAgreement (but of duration customary in confidentiality agreements entered into for a similar purpose); provided, however, that each Party will remain responsible for any failure by any of the foregoing individuals to treat such Confidential Information as required under Section 8.1 (Confidential Information) as if such individuals were parties directly bound to the requirements of this Section 8.1 (Confidential Information)8.1, or (iii) as required by any court or other governmental body or as otherwise required by applicable Laws (including any such disclosures as are required by a Regulatory Authority in connection with seeking Regulatory Approval, Pricing and Reimbursement Approval, import authorization for any Licensed Product in the Territory, or the rules or regulations of the United States Securities and Exchange Commission or similar Regulatory Authority in a country other than the United States or of any stock exchange or listing entity (including in connection with the public sale of securities)entity); provided, that, notice is promptly given to the other Party and the disclosing receiving Party cooperates with reasonable requests from the other Party to seek a protective order or other appropriate remedy to protect the Confidential InformationInformation or (iv) [***]. Notwithstanding any provision anything to the contrary contained in this Article 8 (Confidentiality and Publicity)ARTICLE VIII, Confidential Information that is permitted or required to be disclosed will remain otherwise subject to the confidentiality and non-use provisions of Section 8.1(b) (Permitted Disclosures) and this Section 8.1(c) (Confidentiality Limitation)8.1. If either Party concludes that a copy of this Agreement must be filed with the United States Securities and Exchange Commission or similar Governmental Authority equivalent foreign agency in a country other than the United States, then such Party will, a reasonable time (and in no event less than [***]) prior to any such filing, provide the other Party with a copy of such agreement showing any provisions hereof as to which the Party proposes to request confidential treatment, will provide the other Party with an opportunity to comment on any such proposed redactions and to suggest additional redactions, and will take such Party’s reasonable comments into consideration before filing such agreement and use reasonable efforts Commercially Reasonable Efforts to have terms identified by such other Party afforded confidential treatment by the applicable Regulatory Authorityagency.

Confidentiality Limitation. Notwithstanding any provision anything to the contrary set forth in this Agreementherein, each Party may use and disclose the other Party’s Parties’ Confidential Information (as applicable) as follows: (i) under appropriate written confidentiality and non-use obligations no less stringent than those in this Agreement, to its Affiliates, bona fide potential or actual collaboration partners, licensors, Sublicensees, licensees, or strategic partners and to employees, directors, agents, consultants, and advisers of any other Third Parties, (iia) to its financial advisors, attorneys and accountantsaccountants and underwriters, bona fide actual or potential acquisition partners, financing sources or investors and underwriters in each case on a need to know basis, in each case basis and under appropriate confidentiality and non-use obligations (which may include professional ethical obligations) no less stringent than those in this AgreementAgreement (but of duration customary in confidentiality agreements entered into for a similar purpose); provided, however, that each Party will shall remain responsible for any failure by any of the foregoing individuals to treat such Confidential Information as required under this Section 8.1 (Confidential Information) 11.1 as if such individuals were parties directly bound to the requirements of this Section 8.1 11.1, (Confidential Information), or (iiib) as required by any court or other governmental body or as otherwise required by applicable Applicable Laws (including including, solely with respect to the terms of this Agreement, any such disclosures as are required by a Regulatory Authority in connection with seeking Regulatory Approval, Pricing and Reimbursement Approval, import authorization for any Licensed Product in the Territory, or the rules or regulations of the United States Securities and Exchange Commission or similar Regulatory Authority in a country other than the United States or of any stock exchange or listing entity (including in connection with the public sale of securities)entity); provided, provided that, notice is promptly given to the other disclosing Party and the disclosing receiving Party cooperates with reasonable requests from the other disclosing Party to assist the disclosing Party’s efforts to seek a protective order or other appropriate remedy to protect its Confidential Information or (c) as reasonably necessary in connection with the prosecution of any Patents in accordance with the terms of this Agreement or in connection with seeking authorization to conduct any Clinical Trial, Regulatory Approval, Pricing and Reimbursement Approval or import authorization, in each case, for any Licensed Product in the Territory in accordance with the terms of this Agreement. In 102 MACROBUTTON DocID \\4126-6252-2948 v34 addition, (1) each Party may disclose the terms of this Agreement to its bona fide actual or potential acquisition partners, financing sources or private investors, in each case on a need to know basis and under appropriate confidentiality and non-use obligations (which may include professional ethical obligations) no less stringent than those in this Agreement (but of duration customary in confidentiality agreements entered into for a similar purpose), (2) Novo Nordisk may disclose (A) the terms of this Agreement to its bona fide potential or actual collaborators, licensors, Sublicensees, licensees, or strategic partners and to employees, directors, agents, consultants, and advisers of such entities and (B) (i) the other Parties’ Confidential InformationInformation to [***] and (ii) [***] and (3) Novo Nordisk may make public disclosures of [***]. Notwithstanding any provision anything to the contrary contained in this Article 8 (Confidentiality and Publicity)11, Confidential Information that is permitted or required to be disclosed will shall remain otherwise subject to the confidentiality and non-use provisions of Section 8.1(b) (Permitted Disclosures) and this Section 8.1(c) (Confidentiality Limitation)11.1. If either a Party concludes that a copy of this Agreement must be filed with the United States Securities and Exchange Commission or similar Governmental Authority equivalent foreign agency in a country other than the United States, then such Party willshall, a reasonable time (and in no event less than [***]) prior to any such filing, provide the other Party Parties with a copy of such agreement the Agreement showing any provisions hereof as to which the Party proposes to request confidential treatmentredaction, will shall provide the other Party Parties with an opportunity to comment on any such proposed redactions and to suggest additional redactions, and will shall take such Party’s reasonable comments into consideration before filing such agreement and use reasonable efforts to have terms identified by such other Party afforded confidential treatment redacted by the applicable Regulatory Authorityagency, to the extent consistent with the legal requirements, with respect to the filing Party, governing disclosure of material agreements and material information that must be publicly filed.

Confidentiality Limitation. Notwithstanding any provision anything to the contrary set forth in this Agreementherein, each Party may use and disclose the other Party’s Confidential Information as follows: (i) under appropriate written confidentiality and non-use obligations no less stringent than those in this Agreement, to its Affiliates, Affiliated Entities, bona fide potential or actual collaboration partnerscollaborators, licensors, Sublicenseessublicensees, licensees, or strategic partners and to employees, directors, agents, consultants, and advisers of any other Third Parties, (ii) to its financial advisors, attorneys and accountants, bona fide actual or potential acquisition partners, financing sources or investors and underwriters on a need to know basis, in each case under appropriate confidentiality and non-use obligations (which may include professional ethical obligations) no less stringent than those in this Agreement; provided, however, that each Party may disclose the terms of this Agreement (but not any other Confidential Information) to bona fide actual or potential acquisition partners, financing sources or investors on a need to know basis, in each case under appropriate confidentiality and non-use obligations (which may include professional ethical obligations) no less stringent than those in this Agreement and of duration customary in confidentiality agreements entered into for a similar purpose; provided, further, that each Party will remain responsible for any failure by any of the foregoing individuals to treat such Confidential Information as required under Section 8.1 (Confidential Information) as if such individuals were parties directly bound to the requirements of this Section 8.1 (Confidential Information)8.1, or (iii) as required by any court or other governmental body or as otherwise required by applicable Laws (including any such disclosures as are required by a Regulatory Authority in connection with seeking Regulatory Approval, Pricing and Reimbursement Approval, import authorization for any Licensed Product in the Territory, or the rules or regulations of the United States Securities and Exchange Commission or similar Regulatory Authority in a country other than the United States or of any stock exchange or listing entity (including in connection with the public sale of securities)entity); provided, that, notice is promptly given to the other Party and the disclosing Party cooperates with reasonable requests from the other Party to seek a protective order or other appropriate remedy to protect the Confidential Information. Notwithstanding any provision anything to the contrary contained in this Article 8 (Confidentiality and Publicity)ARTICLE VIII, Confidential Information that is permitted or required to be disclosed will remain otherwise subject to the confidentiality and non-use provisions of Section 8.1(b) (Permitted Disclosures) and this Section 8.1(c) (Confidentiality Limitation). If either Party concludes that a copy of this Agreement must be filed with the United States Securities and Exchange Commission or similar Governmental Regulatory Authority in a country other than the United States, then such Party will, a reasonable time prior to any such filing, provide the other Party with a copy of such agreement showing any provisions hereof as to which the Party proposes to request confidential treatment, will provide the other Party with an opportunity to comment on any such proposed redactions and to suggest additional redactions, and will take such Party’s reasonable comments into consideration before filing such agreement and use reasonable efforts Commercially Reasonable Efforts to have terms identified by such other Party afforded confidential treatment by the applicable Regulatory Authority.