Common use of Confidentiality of Terms Clause in Contracts

Confidentiality of Terms. The parties hereto will keep the terms and existence of, and any information disclosed to them in accordance with or relating to this Agreement and the identities of the parties hereto and their Affiliates confidential and will not now or hereafter use or divulge any of this information to any third party except (a) with the prior written consent of the other party; (b) as otherwise may be required by law or legal process, including, without limitation, in confidence to legal and financial advisors in their capacity of advising a party in such matters; (c) during the course of litigation, so long as the disclosure of such terms and conditions is restricted in the same manner as is the confidential information of other litigating parties; (d) in confidence to its legal counsel, accountants, banks and financing sources and their advisors solely in connection with administering or complying with its obligations with respect to this Agreement; (e) by Purchaser, in order to perfect Purchaser’s interest in the Assigned Patent Rights with any governmental patent office (including, without limitation, recording the Executed Assignment in any governmental patent office); (f) by Seller, in order to comply with its disclosure requirements under Securities and Exchange Commission regulations, or (g) to enforce Purchaser’s right, title, and interest in and to the Assigned Patent Rights; provided that, in (b) through (d) above, (i) to the extent permitted by law, the disclosing party will use all legitimate and legal means available to minimize the disclosure to third parties, including, without limitation, seeking a confidential treatment request or protective order whenever appropriate or available; and (ii) the disclosing party will provide the other party with at least ten (10) days’ prior written notice of such disclosure. Without limiting the foregoing, Seller will cause its agents involved in this transaction to abide by the terms of this paragraph, including, without limitation, ensuring that such agents do not disclose or otherwise publicize the existence of this transaction with actual or potential clients in marketing materials, or industry conferences.

Confidentiality of Terms. The parties hereto will Each party shall keep the terms and existence of, and any information disclosed to them in accordance with or relating to of this Agreement and the identities of the parties hereto and their Affiliates confidential and will shall not now or hereafter use or divulge any of this information these terms to any third party except Person except: (a) with the prior written consent of the other party; , which consent will not be unreasonably withheld or delayed; (b) to any governmental body having jurisdiction and authority to compel such disclosure; provided, that before such disclosure the party compelled to make such disclosure shall seek confidential treatment of any disclosed portion of this Agreement and shall reasonably cooperate with the other party in seeking and securing such confidential treatment; (c) subject to Sections 6.4(d) and (e), as otherwise may be required by law or legal process, including, without limitation, in confidence including to legal and financial advisors in their capacity of advising a party in such matters; provided, that such advisors are obligated not to further disclose to any other Person any portion of such information; (cd) during the course of litigation, so long as the disclosure of such terms and conditions is are restricted in the same manner as is the confidential information of the other litigating parties; parties and so long as (di) the restrictions are embodied in a court-entered protective order and (ii) the disclosing party informs the other party in writing at least five business days in advance of the disclosure; (e) in confidence to its legal counsel, accountants, banks and financing sources and their advisors having a reasonable need to know, solely in connection with administering or complying with its information requests associated with contemplated and executed financial transactions, subject to customary written obligations with respect to this Agreementof non-disclosure, non-use and safe-keeping; (e) by Purchaser, in order to perfect Purchaser’s interest in the Assigned Patent Rights with any governmental patent office (including, without limitation, recording the Executed Assignment in any governmental patent office); or (f) by SellerLicensor in connection with any divestiture, in order to comply with its disclosure requirements under Securities and Exchange Commission regulationssale, merger or (g) to enforce Purchaser’s right, title, and interest in and other transaction involving or related to the Assigned Patent Rights; provided thatLicensed Patents or the prosecution, maintenance, enforcement or defense of the Licensed Patents. Additionally, each party may use similar terms in (b) through (d) above, (i) other agreements. Neither party shall use or refer to the extent permitted by law, the disclosing party will use all legitimate and legal means available to minimize the disclosure to third parties, including, without limitation, seeking a confidential treatment request this Agreement or protective order whenever appropriate or available; and (ii) the disclosing party will provide the other party with at least ten (10) days’ prior written notice any of such disclosure. Without limiting the foregoing, Seller will cause its agents involved provisions in this transaction to abide by the terms of this paragraph, including, without limitation, ensuring that such agents do not disclose or otherwise publicize the existence of this transaction with actual or potential clients in marketing materials, or industry conferencesany promotional activity.

Confidentiality of Terms. The parties hereto will keep No party shall disclose the terms and existence ofof this Settlement Agreement, and any or information disclosed to them in accordance with or relating to this Agreement and Settlement Agreement, without the identities prior written consent of the other party except: (a) to Subsidiaries of the parties hereto and their Affiliates confidential and will not now or hereafter use or divulge any of this information to any third party except in confidence; (ab) with the prior written consent of the other party, at such other party’s sole discretion; (c) to any governmental body having jurisdiction and specifically requiring such disclosure (in confidence to the extent allowed); (d) in response to a valid subpoena or as otherwise may be required by law (in confidence to the extent allowed); [***] CONFIDENTIAL TREATMENT REQUESTED BY MICROTUNE, INC. (be) as otherwise may be required by law or legal process (including legal requirements and regulations of the U.S. Securities and Exchange Commission and rules of NASDAQ), as determined by such party based on advice and counsel from such party’s outside securities counsel that such disclosure is advisable under such law or legal process; (f) as set forth in the mutually agreed press release set forth in Exhibit D(Press Release), includingprovided that no further press releases or publicity regarding this Settlement Agreement shall be made by any party, without limitationexcept as otherwise required by law or legal process or as otherwise authorized by this Settlement Agreement or other agreement between the parties; (g) to state (i) that a party and its Subsidiaries have settled with the other party, and (ii) any information that is included within the press release described above, or in confidence requirements and (iii) any information that is included within filings made pursuant to the regulations of the U.S. Securities and Exchange Commission and rules of NASDAQ, as permitted under Section 7.4(e), but only to shareholders, analysts and other interested parties, (h) any other information disclosed by a party or its “Licensed Subsidiaries” (as defined under the Patent License Agreement) for bona fide business reasons regarding the release such party has received for its Released Products (other than the financial terms), which information is included within the scope of a nondisclosure agreement executed by the recipient of such information, (i) to a party’s or its Subsidiaries’ accountants, legal counsel and other financial and legal advisors in their capacity of advising a party in such matters; , subject to obligations of confidentiality and/or other legal duties preventing disclosure consistent with this Section 7.4; (cj) during if a party is required to do so by a subpoena (or other legal process) or court order seeking disclosure of the course terms set forth in this Settlement Agreement, such party or Subsidiary shall, before responding thereto, provide the other parties with prior written notice of litigationsuch subpoena, so long as legal process, order or legal requirement in sufficient time (if reasonably feasible) to permit the other parties the opportunity to object (or, if the timing of such litigation makes advance notice impracticable, such notice is provided within ten (10) days after such disclosure), to seek a court-entered protective order or comparable court-ordered restriction, and shall reasonably cooperate with the other party in its efforts to obtain such protective order and provided further that, the disclosing party shall seek to have the disclosure of such terms and conditions is restricted restricted, as authorized or permitted by the court, in the same manner as is the confidential information of other litigating partiesPersons; and (k) to a Third Party in connection with a potential merger or acquisition by, of or with the party, or any other potential change of control of a party, provided that such disclosure shall (i) be on a strictly limited, need-to-know basis, (ii) when the party believes that such transaction is reasonably likely to take place, and (iii) on terms applicable to other highly confidential information disclosed by such party in connection with such transaction provided such terms prohibit disclosure, [***] CONFIDENTIAL TREATMENT REQUESTED BY MICROTUNE, INC. prohibit use for any purpose other than as required for due diligence in connection with the potential transaction and provide for reasonable care; provided, however, that prior to any such disclosure pursuant to paragraphs (c) and/or (d) hereof, the party seeking disclosure shall provide reasonable advance written notice to the other parties, and cooperate with the other parties and take all reasonable actions in confidence an effort to its legal counselminimize the nature and extent of such disclosure. In addition, accountants, banks and financing sources and their advisors solely in connection attached hereto as Exhibit E is Microtune’s initial disclosure with administering or complying with its obligations with respect to this Agreement; (e) by Purchaser, in order to perfect Purchaser’s interest in the Assigned Patent Rights with any governmental patent office (including, without limitation, recording the Executed Assignment in any governmental patent office); (f) by Seller, in order to comply with its disclosure requirements under U.S. Securities and Exchange Commission regulations, or (g) to enforce Purchaser’s right, titleof the transaction contemplated under this Settlement Agreement, and interest in Broadcom agrees that such initial disclosure (or any similar initial disclosure determined by Microtune to be advisable based on advice and counsel from Microtune’s outside securities counsel) is a permitted disclosure under this Agreement. Notwithstanding any provision to the Assigned Patent Rights; provided thatcontrary herein, any party and any of its Subsidiaries is permitted to file this Settlement Agreement under seal with and disclose under seal this Settlement Agreement, in (b) through (d) abovewhole or in part, (i) and information relating to the extent permitted this Settlement Agreement to a court, tribunal or government agency of competent jurisdiction in an action or proceeding brought by lawor against a party or a Subsidiary of a party when reasonably necessary for such action or proceeding, the disclosing party will use all legitimate and legal means available subject to minimize the disclosure written notice to third parties, including, without limitation, seeking a confidential treatment request or protective order whenever appropriate or available; and (ii) the disclosing party will provide the other party with at least ten (10) days’ prior written notice of such disclosure. Without limiting the foregoing, Seller will cause its agents involved and an opportunity to obtain a protective order or other restriction as described in this transaction to abide by the terms of this paragraph, including, without limitation, ensuring that such agents do not disclose or otherwise publicize the existence of this transaction with actual or potential clients in marketing materials, or industry conferencesSection 7.4(j).

Confidentiality of Terms. The parties hereto will keep the terms and existence of, and any information disclosed to them in accordance with or relating to of this Agreement and the identities of the parties hereto and their Affiliates confidential and will not now or hereafter use or divulge any of this information to any third party except (a) with the prior written consent of the other party; (b) as otherwise may be required by law or legal process, including, without limitation, in confidence to legal and financial advisors in their capacity of advising by a party in such matterstaxing or regulatory authority; (c) during the course of litigation, so long as the disclosure of such terms and conditions is restricted in the same manner as is the confidential information of other litigating parties; (d) in confidence to its legal counsel, accountants, banks banks, its current and prospective financing sources and their advisors solely in connection with administering and current and prospective investors of such party, its affiliates or complying with its obligations with respect to this Agreementrelated funds; (e) the fact that the Patents have been sold and that Seller retains the right to grant licenses pursuant to the Patents (if that is the case), may be disclosed after the Closing by Purchaser, Seller or their respective Affiliates to actual or potential licensees (including Optional Licensees, as applicable) or acquirers of (1) in the case of Seller, the rights associated with patents owned, licensed, or held by Seller or any of Seller’s Affiliates or (2) in the case of Purchaser, the Assigned Patent Rights, provided that in the case of any such disclosure by Purchaser, the recipient of such disclosed information shall be subject to obligations of confidentiality and/or privilege at least as stringent as those contained herein; (f) in order to perfect Purchaser’s interest in the Assigned Patent Rights with any governmental patent office (including, without limitation, by recording the Executed Assignment any executed assignments delivered by Seller pursuant to this Agreement in any governmental patent office); (fg) by Seller, in order to comply with its disclosure requirements under Securities and Exchange Commission regulations, or (g) to enforce Purchaserperfect Seller’s right, title, and security interest in and to the Assigned Patent RightsRights by filing the Security Interest Addendum and any related financing statements, amendments, applications for registration or other forms under the Uniform Commercial Code with any governmental office; or (h) information that is, before the date of such disclosure, rightfully publicly available, other than by a breach of this Agreement by the disclosing party; provided that, in (b) through and (dc) above, (i) to the extent permitted by law, the disclosing party will use all legitimate and legal means available to minimize the disclosure to third parties, including, without limitation, seeking a confidential treatment request or protective order whenever appropriate or available; and (ii) the disclosing party will provide the other party with at least ten (10) days’ prior written notice of such disclosure. Without limiting the foregoing, Seller will cause its agents involved in this transaction to abide by the terms of this paragraph, including, without limitation, ensuring that such agents do not disclose or otherwise publicize the existence of this transaction or the terms of this Agreement with actual or potential clients in marketing materials, or industry conferences.

Confidentiality of Terms. The parties Parties hereto will shall keep the terms and existence of, and any information disclosed to them in accordance with or relating to of this License Agreement and the identities of the parties hereto and their Affiliates confidential and will shall not now or hereafter use or divulge any of this information these terms to any third party except except (a) that each party may disclose the existence, but not the terms of this Agreement, as is reasonably necessary for purposes of providing information in confidence, of the type customarily provided to investors and to shareholders, in the ordinary course of doing business; or (b) with the prior written consent of the other partyParties; or (bc) to any governmental body having jurisdiction to call therefore; or as required under the law or statute, rule or regulation, including the rules, regulations and requirements of the Securities and Exchange Commission. (d) as otherwise may be required by law or legal process, including, without limitation, in confidence including to legal and financial advisors in their capacity of advising a party Party in such matters, provided that such advisors are subject to confidentiality undertakings; or (c) during the course of litigation, so long as the disclosure of such terms and conditions is restricted in the same manner as is the confidential information of other litigating parties; (de) in confidence to its legal counsel, accountants, banks and financing sources and their advisors solely in connection with administering to purchasers or complying with its obligations with respect investors who need to know this Agreement; (e) by Purchaserinformation, in order to perfect Purchaser’s interest in the Assigned Patent Rights with any governmental patent office (including, without limitation, recording the Executed Assignment in any governmental patent office); (f) by Seller, in order to comply with its disclosure requirements under Securities and Exchange Commission regulations, or (g) to enforce Purchaser’s right, title, and interest in and to the Assigned Patent Rights; provided that, in (b) through (d) above, but (i) solely to the extent permitted by law, the disclosing party will use all legitimate necessary for preparing and legal means available to minimize the disclosure to third parties, including, without limitation, seeking implementing certain transactions (a confidential treatment request or protective order whenever appropriate or available; "Transaction") and (ii) provided, however, such legal counsel, accountants, banks and purchasers or investors agree to be bound by a confidentiality obligation similar to the disclosing party will provide confidentiality obligation assumed by the other party Parties herein. For purposes of this Section 10.5 (c), a Transaction shall be: (1) In the case of Saifun, Saifun's diligent preparation and execution of an IPO as set forth in the Termination Agreement, follow-on offerings, private placements and debt financing and similar transactions; provided that in the event of private placements, or debt financing or similar transactions by a direct competitor of Infineon, Confidential Information may be disclosed under this Section following an execution of a binding undertaking, or, prior to such execution with at least ten (10) days’ the prior written notice consent of Infineon which shall not be unreasonably withheld; and (2) In the case of Infineon: (i) Exit Event as described under Section 5 above; (ii) acquisition of minority shares in Infineon Technologies Flash GmbH & Co KG by Nanya Technology Corporation, Taiwan (R.O.C), or other investors except for enterprises essentially active in the flash business, and (iii) the diligent preparation and execution of an IPO of Infineon's Memory Product Group and follow-on offerings, and provided that Infineon provides Saifun with prior written notification on such disclosure. Without limiting In connection with any other transaction (e.g. license to Infineon Partner), Confidential Information may be disclosed following an execution of a binding undertaking, or, prior to such execution with the foregoing, Seller will cause its agents involved in this transaction to abide by the terms prior written consent of this paragraph, including, without limitation, ensuring that such agents do Saifun which shall not disclose or otherwise publicize the existence of this transaction with actual or potential clients in marketing materials, or industry conferencesbe unreasonably withheld.

Confidentiality of Terms. The parties hereto will shall keep the terms and existence of, and any information disclosed to them in accordance with or relating to of this Agreement and the identities of the parties hereto and their Affiliates confidential and will shall not now or hereafter use or divulge any of this information to any third party except except: (a) with the prior written consent of the other party, such consent shall not be unreasonably withheld; (b) as otherwise may be required by law or legal process, including, without limitation, including in confidence to legal and financial advisors in their capacity of advising a party in such matters; (c) during the course of litigation, so long as the disclosure of such terms and conditions is are restricted in the same manner as is the confidential information of other litigating parties; or (d) in confidence to its legal counsel, accountants53. This subsection ensures the terms of the agreement will be kept confidential, banks and financing sources and their advisors solely in connection which can be important if either party does not want to share the agreed-upon price of the IP with administering or complying with its obligations with respect others. Depending upon a party’s size, the SEC may require it to this Agreement; (e) by Purchaserissue a press release describing the deal. It may be that one party must disclose, in order but that the other party is large enough that it is not legally required to perfect Purchaser’s interest in disclose the Assigned Patent Rights with any governmental patent office (including, without limitation, recording deal. 54. Purchaser should ask for more than two days to review the Executed Assignment in any governmental patent office); (f) by Seller, in order to comply with its disclosure requirements under Securities and Exchange Commission regulations, or (g) to enforce Purchaser’s right, title, and interest in and to the Assigned Patent Rights; provided that, in (b) through (d) above, announcement. (i) to the extent permitted by law, the disclosing party will shall use all legitimate and legal means available to minimize the disclosure to third parties, including, including without limitation, limitation seeking a confidential treatment request or protective order whenever appropriate or available; and (ii), other than disclosures pursuant to subsection (d) above, the disclosing party will shall provide the other party with at least ten (10) days’ days prior written notice of such disclosure. Without limiting The above notwithstanding, Purchaser agrees that, on or after the foregoingEffective Date, Seller will cause shall be allowed to make one or more public announcements in order to fulfill its agents involved in this transaction requirements as a public company with respect to abide by the terms disclosure of this paragraphAgreement. Seller agrees that it will submit any such announcements to Purchaser at least two (2) days prior to its making those announcements for Purchaser's approval, including, without limitation, ensuring that such agents do which approval shall not disclose or otherwise publicize the existence of this transaction with actual or potential clients in marketing materials, or industry conferencesbe unreasonably withheld.

Confidentiality of Terms. The parties hereto will Each Party and each Subsidiary thereof shall keep the existence and terms and existence of, and any information disclosed to them in accordance with or relating to of this Agreement and the identities of the parties hereto and their Affiliates confidential and will shall not now or hereafter use or divulge any of this information these terms to any third party except Person except: (a) with the prior written consent of the other partyParty; or (b) to any governmental body having jurisdiction and authority to compel such disclosure, provided that before such disclosure the Party or Subsidiary compelled to make such disclosure shall seek confidential treatment of any disclosed portion of this Agreement and shall reasonably cooperate with the other Party in seeking and securing such confidential treatment; (c) subject to Sections 7.11(d) and 7.11(e) below, as otherwise may be required by law or legal process, including, including without limitation, in confidence limitation to legal and financial advisors in their capacity of advising a party in Licensed Party with respect to such matters, provided such advisors are obligated not to further disclose to any other Person any portion these terms; or (cd) during the course of litigation, so long as the disclosure of such terms and conditions is are restricted in the same manner as is the confidential information of the other litigating partiesparties and so long as (a) the restrictions are embodied in a court-entered protective order and (b) the disclosing Party or Subsidiary informs the other Party in writing at least ten (10) days in advance of the disclosure; or (de) in confidence to its legal counsel, accountants, banks and financing sources and their advisors having a reasonable need to know, solely in connection with administering or complying with its information requests associated with contemplated and executed financial transactions, subject to customary written obligations of non-disclosure, non-use and safe-keeping; and provided that (f) each Licensed Party may state to any customer who has purchased a Licensed Product from such Licensed Party that such Licensed Party believes such Licensed Product is licensed under the Patents of the other Party, solely in response to a direct inquiry from such customer with respect to such question. (g) Additionally, each Party may use similar terms and conditions in other agreements. Neither Party (including without limitation its Subsidiaries) shall use or refer to this Agreement or any of its provisions in any promotional activity, except that the Parties shall cooperate in preparing and releasing an announcement, if any, relating to this Agreement; (e) . [****] = Certain confidential information contained in this document, marked by Purchaserbrackets, in order to perfect Purchaser’s interest in has been omitted and filed separately with the Assigned Patent Rights with any governmental patent office (including, without limitation, recording the Executed Assignment in any governmental patent office); (f) by Seller, in order to comply with its disclosure requirements under Securities and Exchange Commission regulationspursuant to Rule 24b-2 of the Securities Exchange Act of 1934, or (g) to enforce Purchaser’s right, title, and interest in and as amended. Confidential treatment has been requested with respect to the Assigned Patent Rights; provided that, in (b) through (d) above, (i) to the extent permitted by law, the disclosing party will use all legitimate and legal means available to minimize the disclosure to third parties, including, without limitation, seeking a confidential treatment request or protective order whenever appropriate or available; and (ii) the disclosing party will provide the other party with at least ten (10) days’ prior written notice of such disclosureomitted portions. Without limiting the foregoing, Seller will cause its agents involved in this transaction to abide by the terms of this paragraph, including, without limitation, ensuring that such agents do not disclose or otherwise publicize the existence of this transaction with actual or potential clients in marketing materials, or industry conferences.- 26 - INTEL & AMD CONFIDENTIAL

Confidentiality of Terms. This Agreement is confidential. The parties hereto will keep Parties shall not disclose to any other person the terms and existence of, and any information disclosed to them in accordance with or relating to of this Agreement and except with the identities written consent of the parties hereto and their Affiliates confidential and will not now or hereafter use or divulge any other. The only exceptions to the confidentiality provisions in this section are that disclosure to other persons of the terms of this information to any third party except (Agreement is permitted: a) with Where the prior written consent of the other party; (party has been obtained; b) To a party's executive officers, board of directors, or its employees who need to know such information in order to perform their job functions, in each case such persons being bound by confidentiality agreements to prevent disclosure of confidential information such as otherwise may be this Agreement; c) To a party's own attorneys, tax consultants, tax advisors, accountants, other financial advisors or existing or prospective insurance providers, who is/are consulted by such party for legal, tax reporting, tax planning, financial planning, advisory, or insurance purposes; d) Where required by law in response to an order or legal processother process of a court or administrative agency of competent jurisdiction, including, including without limitation, in confidence to legal and financial advisors in their capacity of advising a any third party in such matters; (c) during the course of litigationsubpoena, so long as the party required to respond notifies the other party in a timely fashion so that other party may object, seek to restrict disclosure, or pursue other alternatives in seeking to restrict disclosure of such terms and conditions is restricted the Agreement; or e) For purposes of enforcement in court of any legal proceeding pertaining to the same manner as is Agreement or matters pertaining to the Agreement. Patent License Agreement _____________________________________________________________________________________________________ [***]: Certain confidential information of other litigating parties; (d) contained in confidence to its legal counsel, accountants, banks this document marked with three asterisks has been omitted and financing sources and their advisors solely in connection filed separately with administering or complying with its obligations with respect to this Agreement; (e) by Purchaser, in order to perfect Purchaser’s interest in the Assigned Patent Rights with any governmental patent office (including, without limitation, recording the Executed Assignment in any governmental patent office); (f) by Seller, in order to comply with its disclosure requirements under Securities and Exchange Commission regulationspursuant to Rule 24b-2 of the Securities Exchange Act of 1934, or (g) to enforce Purchaser’s right, title, and interest as amended . Except as described in and to the Assigned Patent Rights; provided that, in (bsubsections a) through (d) e), above, when describing the nature or terms of this Agreement, a party is allowed only to state that: (i1) the Agreement was made by mutual consent and the terms are confidential; and (2) the Party is not at liberty to provide further information. Notwithstanding this section 7.16, to the extent permitted by law, the disclosing party will use all legitimate and legal means available to minimize the disclosure to third parties, including, without limitation, seeking a confidential treatment request or protective order whenever appropriate or available; and (ii) the disclosing party will provide the other party with at least ten (10) days’ prior written notice that SEC requirements call for any portion of such disclosure. Without limiting the foregoing, Seller will cause its agents involved in this transaction to abide by be disclosed, the terms Parties agree to cooperate in seeking confidential treatment of this paragraphAgreement and any exhibits, includingamendments, without limitationand/or addendums, ensuring as may be applicable. Except as provided above, the Parties specifically agree not to share with any third parties any documents or materials that such agents do not disclose may have been provided between the parties during discussions or otherwise publicize negotiations leading to the existence drafting and culmination of this transaction with actual or potential clients in marketing materials, or industry conferencesAgreement.

Confidentiality of Terms. The parties hereto will Each Party and each Subsidiary thereof shall keep the existence and terms and existence of, and any information disclosed to them in accordance with or relating to of this Agreement and the identities of the parties hereto and their Affiliates confidential and will shall not now or hereafter use or divulge any of this information these terms to any third party except Person except: (a) with the prior written consent of the other partyParty; or (b) to any governmental body having jurisdiction and authority to compel such disclosure, provided that before such disclosure the Party or Subsidiary compelled to make such disclosure shall seek confidential treatment of any disclosed portion of this Agreement and shall reasonably cooperate with the other Party in seeking and securing such confidential treatment; (c) subject to Sections 7.11(d) and 7.11(e) below, as otherwise may be required by law or legal process, including, including without limitation, in confidence limitation to legal and financial advisors in their capacity of advising a party in Licensed Party with respect to such matters, provided such advisors are obligated not to further disclose to any other Person any portion these terms; or (cd) during the course of litigation, so long as the disclosure of such terms and conditions is are restricted in the same manner as is the confidential information of the other litigating partiesparties and so long as (a) the restrictions are embodied in a court-entered protective order and (b) the disclosing Party or Subsidiary informs the other Party in writing at least ten (10) days in advance of the disclosure; or (de) in confidence to its legal counsel, accountants, banks and financing sources and their advisors having a reasonable need to know, solely in connection with administering or complying with its information requests associated with contemplated and executed financial transactions, subject to customary written obligations of non-disclosure, non-use and safe-keeping; and provided that (f) each Licensed Party may state to any customer who has purchased a Licensed Product from such Licensed Party that such Licensed Party believes such Licensed Product is licensed under the Patents of the other Party, solely in response to a direct inquiry from such customer with respect to such question. (g) Additionally, each Party may use similar terms and conditions in other agreements. Neither Party (including without limitation its Subsidiaries) shall use or refer to this Agreement or any of its provisions in any promotional activity, except that the Parties shall cooperate in preparing and releasing an announcement, if any, relating to this Agreement; (e) . [****] = Certain confidential information contained in this document, marked by Purchaserbrackets, in order to perfect Purchaser’s interest in has been omitted and filed separately with the Assigned Patent Rights with any governmental patent office (including, without limitation, recording the Executed Assignment in any governmental patent office); (f) by Seller, in order to comply with its disclosure requirements under Securities and Exchange Commission regulationspursuant to Rule 24b-2 of the Securities Exchange Act of 1934, or (g) to enforce Purchaser’s right, title, and interest in and as amended. Confidential treatment has been requested with respect to the Assigned Patent Rights; provided that, in (b) through (d) above, (i) to the extent permitted by law, the disclosing party will use all legitimate and legal means available to minimize the disclosure to third parties, including, without limitation, seeking a confidential treatment request or protective order whenever appropriate or available; and (ii) the disclosing party will provide the other party with at least ten (10) days’ prior written notice of such disclosure. Without limiting the foregoing, Seller will cause its agents involved in this transaction to abide by the terms of this paragraph, including, without limitation, ensuring that such agents do not disclose or otherwise publicize the existence of this transaction with actual or potential clients in marketing materials, or industry conferencesomitted portions.

Confidentiality of Terms. The parties hereto will keep Neither party shall disclose the terms and existence ofof this Agreement, and any information disclosed without the prior written consent of the other party except: (a) to them in accordance with or relating to this Agreement and the identities Subsidiaries of the parties hereto and their Affiliates confidential and will not now or hereafter use or divulge any of this information to any third party except in confidence; or (ab) with the prior written consent of the other party, at such other party’s sole discretion; or (bc) to any governmental body having jurisdiction and specifically requiring such disclosure (in confidence to the extent allowed); or (d) in response to a valid subpoena or as otherwise may be required by law (in confidence to the extent allowed); or (e) as otherwise may be required by law or legal process (including legal requirements and regulations of the U.S. Securities and Exchange Commission and rules of NASDAQ), as determined by such party based on advice and counsel from such party’s outside securities counsel that such disclosure is advisable under such law or legal process; or (f) as set forth in the mutually agreed press release set forth in Exhibit D (Press Release) of the Settlement Agreement, includingprovided that no further press releases or publicity regarding this Agreement shall be made by any party, without limitationexcept as otherwise required by law or legal process or as otherwise authorized by this Agreement or other agreement between the parties; or (g) to state (i) that a party and its Subsidiaries have settled with the other party, and (ii) any information that is included within the press release described above, or in confidence requirements and (iii) any information that is included within filings made pursuant to the regulations of the U.S. Securities and Exchange Commission and rules of NASDAQ, as permitted under Section 6.1(e), but only to shareholders, analysts and other interested parties; or (h) solely with respect to Section 2.3, information regarding its rights and obligations under Section 2.3, Section 2.4, Article V and Section 7.6 disclosed by a party or its Subsidiaries for bona fide business reasons for the performance of its obligations or to exercise its rights under this Agreement (including any reasonably required disclosure of the rights and obligations under Section 2.3 to Customers), under the scope of a nondisclosure agreement executed by the recipient of such information; or (i) to a party’s or its Subsidiaries’ accountants, legal counsel and other financial and legal advisors in their capacity of advising a party in such matters, subject to obligations of confidentiality and/or other legal duties preventing disclosure consistent with this Section 6.1; or (cj) during if a party is required to do so by a subpoena (or other legal process) or court order seeking disclosure of the course terms set forth in this Agreement, such party or Subsidiary shall, before responding thereto, provide the other parties with prior written notice of litigationsuch subpoena, so long as legal process, order or legal requirement in sufficient time (if reasonably feasible) to permit the other parties the opportunity to object (or, if the timing of such litigation makes advance notice impracticable, such notice is provided within ten (10) days after such disclosure), to seek a court-entered protective order or comparable court-ordered restriction, and shall reasonably cooperate with the other party in its efforts to obtain such protective order and provided further that, the disclosing party shall seek to have the disclosure of such terms and conditions is restricted restricted, as authorized or permitted by the court, in the same manner as is the confidential information of other litigating partiesPersons; or (k) solely with respect to Section 2.3 and 7.6, to a Third Party in connection with a potential merger or acquisition by, of or with the party, or any other potential change of control of a party, provided that such disclosure shall (i) be on a strictly limited, need-to-know basis, (ii) when the party believes that such transaction is reasonably likely to take place, and (iii) on terms applicable to other highly confidential information disclosed by such party in connection with such transaction provided such terms prohibit disclosure, prohibit use for any purpose other than as required for due diligence in connection with the potential transaction and provide for reasonable care; provided, however, that prior to any such disclosure pursuant to paragraphs (c) and/or (d) hereof, the party seeking disclosure shall provide reasonable advance written notice to the other party, and cooperate with the other party and take all reasonable actions in confidence an effort to its legal counselminimize the nature and extent of such disclosure. In addition, accountants, banks and financing sources and their advisors solely in connection attached as Exhibit E to the Settlement Agreement is Microtune’s initial disclosure with administering or complying with its obligations with respect to this Agreement; (e) by Purchaser, in order to perfect Purchaser’s interest in the Assigned Patent Rights with any governmental patent office (including, without limitation, recording the Executed Assignment in any governmental patent office); (f) by Seller, in order to comply with its disclosure requirements under U.S. Securities and Exchange Commission regulations, or (g) to enforce Purchaser’s right, titleof the transaction contemplated under this Agreement, and interest in and to the Assigned Patent Rights; provided that, in (b) through (d) above, (i) to the extent permitted by law, the disclosing party will use all legitimate and legal means available to minimize the disclosure to third parties, including, without limitation, seeking a confidential treatment request or protective order whenever appropriate or available; and (ii) the disclosing party will provide the other party with at least ten (10) days’ prior written notice of such disclosure. Without limiting the foregoing, Seller will cause its agents involved in this transaction to abide by the terms of this paragraph, including, without limitation, ensuring Broadcom agrees that such agents do not disclose initial disclosure (or otherwise publicize the existence of any similar initial disclosure determined by Microtune to be advisable based on advice and counsel from Microtune’s outside securities counsel) is a permitted disclosure under this transaction with actual or potential clients in marketing materials, or industry conferencesAgreement.