Common use of Disclosure of Financial and Other Terms Clause in Contracts

Disclosure of Financial and Other Terms. (a) No Party will issue any press release with respect to the transactions contemplated by this Agreement without the prior written consent of the other Parties, which consent shall not be unreasonably withheld or delayed. For the avoidance of doubt, a Party may re-use the text of a press release previously approved by the other Parties without further consent. (b) Except as required by applicable laws, treaties, and regulations (including securities laws), the Parties agree that the consideration terms set forth in Article 6 of this Agreement and the pricing terms set forth in Article 3 of the US Supply Agreement (the “Material Financial Terms”) will be considered Confidential Information of all Parties and shall be subject to the confidentiality and non-disclosure restrictions set forth in this Article 11 with respect to Confidential Information. (c) Notwithstanding the foregoing, (i) any Party may disclose any terms as are required to be disclosed in its publicly-filed financial statements or other public statements pursuant to applicable laws, regulations, and stock exchange rules (e.g., the U.S. Securities and Exchange Commission or any other stock exchange on which securities issued by a Party may be issued) or otherwise disclosed pursuant to applicable law; provided, that (1) the terms of this Agreement shall be redacted to the greatest extent reasonably possible and (2) to the extent practicable under the circumstances, such Party shall provide the other Party with a copy of the proposed text of such statements or disclosure (including any exhibits containing this Agreement) sufficiently in advance of the scheduled release or publication thereof to afford such other Party a reasonable opportunity to review and comment upon the proposed text (including redacted versions of this Agreement). (d) In addition, each Party shall have the right to disclose the Material Financial Terms and information regarding the development and Commercialization status of the Licensed Product under confidentiality undertakings substantially similar to those contained herein to any actual or potential acquirer, merger partner, investors or providers of financing (whether in the form of debt, equity or otherwise) and their advisors.

Appears in 2 contracts

Samples: License Agreement (Bioventus Inc.), License Agreement (Bioventus Inc.)

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Disclosure of Financial and Other Terms. (a) No Party will issue any press release with respect to the transactions contemplated by this Agreement without the prior written consent of the other Parties, which consent shall not be unreasonably withheld or delayed. For the avoidance of doubt, a Party may re-use the text of a press release previously approved by the other Parties without further consent. (b) Except as required by applicable laws, treaties, and regulations (including securities laws), the Parties agree that the consideration terms set forth in Article 6 of this Agreement and the pricing terms set forth in Article 3 of the US Supply Agreement (the “Material Financial Terms”) will be considered Confidential Information of all Parties and shall be subject to the confidentiality and non-disclosure restrictions set forth in this Article 11 with respect to Confidential Information. (c) both Parties. Notwithstanding the foregoing, (ia) any either Party may disclose any such terms as are required to be disclosed in its publicly-filed financial statements or other public statements pursuant to applicable laws, regulations, and stock exchange rules (e.g., the U.S. Securities and Exchange Commission Commission, Nasdaq OMX Nordic Exchange in Stockholm, or any other stock exchange on which securities issued by a either Party may be issued) or otherwise disclosed pursuant to applicable law; provided, that (1i) the terms of this Agreement shall be redacted to the greatest extent reasonably possible and (2ii) to the extent practicable under the circumstances, such Party shall provide the other Party with a copy of the proposed text of such statements or disclosure (including any exhibits containing this Agreement) sufficiently in advance of the scheduled release or publication thereof to afford such other Party a reasonable opportunity to review and comment upon the proposed text (including redacted versions of this Agreement). , (db) In addition, each either Party shall have the further right to disclose the Material Financial Terms and information regarding the development and Commercialization status material financial terms of the Licensed Product this Agreement under confidentiality undertakings substantially similar to those contained herein to any actual or potential acquirer, merger partner, investors or providers of financing (whether in the form of debt, equity or otherwise) and their advisors., and (c) either Party shall have the right to disclose information regarding the development and Commercialization status of the Licensed Products to the extent such disclosure is made under a confidentiality undertaking to actual or prospective investors, or required by applicable Laws or stock exchange rules. Neither Party shall make any other statement to the public regarding the execution and/or any other aspect of the subject matter of this Agreement, except: (x) where a Party reasonably believes disclosure is required under applicable laws or ethical commercial practice, (y) for customary discussions with current or prospective investors and analysts, and (z) either Party may disclose the content of or use the text of a statement previously approved by the other Party or otherwise publicly disclosed in accordance with this Article X.

Appears in 2 contracts

Samples: License Agreement (Salix Pharmaceuticals LTD), License Agreement (Salix Pharmaceuticals LTD)

Disclosure of Financial and Other Terms. (a) No Party will issue any press release with respect to the transactions contemplated by this Agreement without the prior written consent of the other Parties, which consent shall not be unreasonably withheld or delayed. For the avoidance of doubt, a Party may re-use the text of a press release previously approved by the other Parties without further consent. (b) Except as required by applicable laws, treaties, and regulations (including securities laws), the Parties agree that the consideration terms set forth in Article 6 of this Agreement and the pricing terms set forth in Article 3 of the US Supply Agreement (the “Material Financial Terms”) will be considered Confidential Information of all both Parties and shall be subject to the confidentiality and non-disclosure restrictions set forth in this Article 11 with respect to Confidential Information. (c) which Section 9.3 applies. Notwithstanding the foregoing, (ia) any either Party may disclose any such terms as are required to be disclosed in its publicly-filed financial statements or other public statements pursuant to applicable laws, regulations, and stock exchange rules (e.g., the U.S. Securities and Exchange Commission Commission, Stockholmbörsen, or any other stock exchange on which securities issued by a either Party may be issued) or otherwise disclosed pursuant to applicable law; provided, that (1i) the terms of this Agreement shall be redacted to the greatest extent reasonably possible and (2ii) to the extent practicable under the circumstances, such Party shall provide the other Party with a copy of the proposed text of such statements or disclosure (including any exhibits containing this Agreement) sufficiently in advance of the scheduled release or publication thereof to afford such other Party a reasonable opportunity to review and comment upon the proposed text (including redacted versions of this Agreement). , (db) In addition, each either Party shall have the further right to disclose the Material Financial Terms and information regarding the development and Commercialization status material financial terms of the Licensed Product this Agreement under confidentiality undertakings substantially similar to those contained herein to any actual or potential acquirer, merger partner, investors or providers of financing (whether in the form of debt, equity or otherwise) and their advisors, (c) either Party shall have the right to disclose information regarding the Development, Post Opt-In Development, Finalization, Manufacturing or Commercialization status of a Product to the extent such disclosure is made under a confidentiality undertaking to actual or prospective investors, or required by applicable laws or stock exchange rules, and (d) either Party shall have the right to disclose the material terms of this Agreement in private meetings with actual or potential providers of financing (whether in the form of debt, equity or otherwise). Neither Party shall make any other statement to the public regarding the execution and/or any other aspect of the subject matter of this Agreement, except: (x) where a Party reasonably believes disclosure is required under applicable laws or ethical commercial practice, (y) subject to Section 9.7, for customary discussions with current or prospective investors and analysts, and (z) either Party may use the text of a statement previously approved by the other Party or otherwise publicly disclosed in accordance with this Section 9.5.

Appears in 2 contracts

Samples: Development and Commercialization Agreement (Bioverativ Inc.), Development and Commercialization Agreement (Bioverativ Inc.)

Disclosure of Financial and Other Terms. (a) No Party will issue any press release with respect to the transactions contemplated by this Agreement without the prior written consent of the other Parties, which consent shall not be unreasonably withheld or delayed. For the avoidance of doubt, a Party may re-use the text of a press release previously approved by the other Parties without further consent. (b) Except as required by applicable laws, treaties, and regulations (including securities laws), the Parties agree that the consideration terms set forth in Article 6 of this Agreement and the pricing terms set forth in Article 3 of the US Supply Agreement (the “Material Financial Terms”) will be considered Confidential Information of all Parties and shall be subject to the confidentiality and non-disclosure restrictions set forth in this Article 11 with respect to Confidential Information. (c) both Parties. Notwithstanding the foregoing, (ia) any either Party may disclose any such terms as are required to be disclosed in its publicly-filed financial statements or other public statements pursuant to applicable laws, regulations, and 57 stock exchange rules (e.g., the U.S. Securities and Exchange Commission Commission, Nasdaq OMX Nordic Exchange in Stockholm, or any other stock exchange on which securities issued by a either Party may be issued) or otherwise disclosed pursuant to applicable law; provided, that (1i) the terms of this Agreement shall be redacted to the greatest extent reasonably possible and (2ii) to the extent practicable under the circumstances, such Party shall provide the other Party with a copy of the proposed text of such statements or disclosure (including any exhibits containing this Agreement) sufficiently in advance of the scheduled release or publication thereof to afford such other Party a reasonable opportunity to review and comment upon the proposed text (including redacted versions of this Agreement). , (db) In addition, each either Party shall have the further right to disclose the Material Financial Terms and information regarding the development and Commercialization status material financial terms of the Licensed Product this Agreement under confidentiality undertakings substantially similar to those contained herein to any actual or potential acquirer, merger partner, investors or providers of financing (whether in the form of debt, equity or otherwise) and their advisors., and (c) either Party shall have the right to disclose information regarding the development and Commercialization status of the Licensed Products to the extent such disclosure is made under a confidentiality undertaking to actual or prospective investors, or required by applicable Laws or stock exchange rules. Neither Party shall make any other statement to the public regarding the execution and/or any other aspect of the subject matter of this Agreement, except: (x) where a Party reasonably believes disclosure is required under applicable laws or ethical commercial practice, (y) for customary discussions with current or prospective investors and analysts, and (z) either Party may disclose the content of or use the text of a statement previously approved by the other Party or otherwise publicly disclosed in accordance with this Article X.

Appears in 1 contract

Samples: License Agreement

Disclosure of Financial and Other Terms. (a) No Party will issue any press release with respect to the transactions contemplated by this Agreement without the prior written consent of the other Parties, which consent shall not be unreasonably withheld or delayed. For the avoidance of doubt, a Party may re-use the text of a press release previously approved by the other Parties without further consent. (b) Except as required by applicable laws, treaties, and regulations (including securities laws), the Parties agree that the consideration terms set forth in Article 6 of this Agreement and the pricing terms set forth in Article 3 of the US Supply Agreement (the “Material Financial Terms”) will be considered Confidential Information of all both Parties and shall be subject to the confidentiality and non-disclosure restrictions set forth in this Article 11 with respect to Confidential Information. (c) which Section 9.3 applies. Notwithstanding the foregoing, (ia) any either Party may disclose any such terms as are required to be disclosed in its publicly-filed financial statements or other public statements pursuant to applicable laws, regulations, and stock exchange rules (e.g., the U.S. Securities and Exchange Commission Commission, Stockholmbörsen, or any other stock exchange on which securities issued by a either Party may be issued) or otherwise disclosed pursuant to applicable law; provided, that (1i) the terms of this Agreement shall be redacted to the greatest extent reasonably possible and (2ii) to the extent practicable under the circumstances, such Party shall provide the other Party with a copy of the proposed text of such statements or disclosure (including any exhibits containing this Agreement) sufficiently in advance of the scheduled release or publication thereof to afford such other Party a reasonable opportunity to review and comment upon the proposed text (including redacted versions of this Agreement). , (db) In addition, each either Party shall have the further right to disclose the Material Financial Terms and information regarding the development and Commercialization status material financial terms of the Licensed Product this Agreement under confidentiality undertakings substantially similar to those contained herein to any actual or potential acquirer, merger partner, investors or providers of financing (whether in the form of debt, equity or otherwise) and their advisors, (c) either Party shall have the right to disclose information regarding the Development, Finalization, Manufacturing or Commercialization status of a Product to the extent such disclosure is made under a confidentiality undertaking to actual or prospective investors, or required by applicable laws or stock exchange rules, and (d) either Party shall have the right to disclose the material terms of this Agreement in private meetings with actual or potential providers of financing (whether in the form of debt, equity or otherwise). Neither Party shall make any other statement to the public regarding the execution and/or any other aspect of the subject matter of this Agreement, except: (x) where a Party reasonably believes disclosure is required under applicable laws or ethical commercial practice, (y) for customary discussions with current or prospective investors and analysts, and (z) either Party may use the text of a statement previously approved by the other Party or otherwise publicly disclosed in accordance with this Article 9.

Appears in 1 contract

Samples: Development and Commercialization Agreement (Chelsea Therapeutics International, Ltd.)

Disclosure of Financial and Other Terms. (a) No Party will issue any press release with respect to the transactions contemplated by this Agreement without the prior written consent of the other Parties, which consent shall not be unreasonably withheld or delayed. For the avoidance of doubt, a Party may re-use the text of a press release previously approved by the other Parties without further consent. (b) Except as required by applicable laws, treaties, treaties and regulations agreements (including securities laws), the Parties parties agree that the consideration material terms set forth in Article 6 of this Agreement and the pricing terms set forth in Article 3 of the US Supply Agreement (the “Material Financial Terms”) will be considered Confidential Information of all Parties and shall be subject to the confidentiality and non-disclosure restrictions set forth in this Article 11 with respect to Confidential Information. (c) both parties. Notwithstanding the foregoing, (ia) any Party either party may disclose any such terms as are required to be disclosed in its publicly-filed financial statements or other public statements statements, if and when applicable, pursuant to applicable laws, regulations, regulations and stock exchange rules (e.g., the rules of the U.S. Securities and Exchange Commission Commission, NASDAQ, NYSE, LSE, AIM or any other stock exchange on which securities issued by a Party either party may be issued) or otherwise disclosed pursuant to applicable lawlisted); provided, that (1) the terms of this Agreement shall be redacted to the greatest extent reasonably possible and (2) to the extent practicable under the circumstances, such Party party shall provide the other Party party with a copy of the proposed text of such statements or disclosure (including any exhibits containing this Agreement) sufficiently in advance of the scheduled release or publication thereof to afford such other Party party a reasonable opportunity to review and comment upon the proposed text (including redacted versions of this Agreement). , (b) either party shall have the further right to disclose the material financial terms of this Agreement under a confidentiality obligation no less protective than those set forth in this Agreement, to any potential acquirer, merger partner or potential providers of financing and their advisors, (c) either party shall have the further right to disclose the material terms of this Agreement to institutional investors, investment bankers, industry analysts and other providers of financing, provided that such party shall use its reasonable best efforts to protect the confidentiality of such terms, and (d) In addition, each Party party shall have the right to disclose the Material Financial Terms and information regarding the development and Commercialization or commercialization status of the Licensed Product under confidentiality undertakings substantially similar to those contained herein to any actual or potential acquirer, merger partner, investors or providers of financing (whether in the form Territory to the extent such disclosure is deemed reasonably necessary or desirable by it or required by applicable laws or stock exchange rules. Neither party shall make any other statement to the public regarding the execution and/or any other aspect of debtthe subject matter of this Agreement, equity except: (i) where a party reasonably believes disclosure is required under applicable laws or otherwiseethical commercial practice, (ii) either party may use the text of a statement previously approved by the other party and their advisors(iii) except as provided above, neither party may make statements pertaining to this Agreement and the subject matter hereof including without limitation information on development or commercialization status of Licensed Product without the prior review and consent of the CEO or president of the other party or an individual designated by such person.

Appears in 1 contract

Samples: License Agreement (Zars Inc/Ut)

Disclosure of Financial and Other Terms. (a) No Party will issue any press release with respect to the transactions contemplated by this Agreement without the prior written consent of the other Parties, which consent shall not be unreasonably withheld or delayed. For the avoidance of doubt, a Party may re-use the text of a press release previously approved by the other Parties without further consent. (b) Except as required by applicable laws, treaties, treaties and regulations agreements (including securities laws), the Parties agree that the consideration material terms set forth in Article 6 of this Agreement and the pricing terms set forth in Article 3 of the US Supply Agreement (the “Material Financial Terms”) will be considered Confidential Information of all Parties and shall be subject to the confidentiality and non-disclosure restrictions set forth in this Article 11 with respect to Confidential Information. (c) both Parties. Notwithstanding the foregoing, (ia) any either Party may disclose any such terms as are required to be disclosed in its publicly-filed financial statements or other public statements statements, pursuant to applicable laws, regulations, regulations and stock exchange rules (e.g., the U.S. Securities and Exchange Commission Commission, NASDAQ, NYSE, or any other stock exchange on which securities issued by a Party Ignyta or Nerviano may be issued) or otherwise disclosed pursuant to applicable law); provided, that (1) *** Certain information on this page has been omitted and filed separately with the terms of this Agreement shall be redacted Commission. Confidential treatment has been requested with respect to the greatest extent reasonably possible and (2) to the extent practicable under the circumstancesomitted portions. provided, such Party shall provide the other Party with a copy of the proposed text of such statements or disclosure (including any exhibits containing this Agreement) sufficiently in advance of the scheduled release or publication thereof to afford such other Party a reasonable opportunity to review and comment upon the proposed text (including redacted versions of this Agreement). , (db) In additioneither Party shall have the further right to disclose the material financial terms of this Agreement on a confidential basis to any potential and actual Sublicensee, each Acquiror, merger partner or potential providers of financing and their advisors in connection with due diligence investigations by, or presentations to, such entities, and (c) either Party shall have the right to disclose the Material Financial Terms and information regarding the development and Commercialization or commercialization status of a Product to the Licensed Product extent such disclosure is customary and material to their potential and actual Sublicensees, current investors, or required by applicable laws or stock exchange rules. Neither Party shall make any other statement to the public regarding the execution and/or any other aspect of the subject matter of this Agreement, except: (x) where a Party reasonably believes disclosure is required under confidentiality undertakings substantially similar to those contained herein to any actual applicable laws or potential acquirerethical commercial practice, merger partner(y) for customary discussions with current or prospective investors and analysts, investors or providers and (z) either Party may use the text of financing (whether in a statement previously approved by the form of debtother Party. Promptly after the Effective Date, equity or otherwise) the Parties will draft and their advisorsissue a mutually acceptable press release.

Appears in 1 contract

Samples: License Agreement (Ignyta, Inc.)

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Disclosure of Financial and Other Terms. (a) No Party will issue any press release with respect to the transactions contemplated by this Agreement without the prior written consent of the other Parties, which consent shall not be unreasonably withheld or delayed. For the avoidance of doubt, a Party may re-use the text of a press release previously approved by the other Parties without further consent. (b) Except as required by applicable laws, treaties, and regulations treaties or agreements (including securities laws), the Parties agree that the consideration terms set forth in Article 6 of this Agreement, the Supply Agreement, the PVEA and Quality Agreement and the pricing terms set forth in Article 3 of the US Supply Agreement (the “Material Financial Terms”) will be considered Confidential Information of all Parties and shall be subject to the confidentiality and non-disclosure restrictions set forth in this Article 11 with respect to Confidential Information. (c) both Parties. Notwithstanding the foregoing, (ia) any either Party may disclose any such terms as are required to be disclosed in its publicly-filed financial statements or other public statements statements, pursuant to applicable laws, regulations, and regulations or stock exchange rules (e.g., the U.S. Securities and Exchange Commission Commission, NASDAQ, NYSE or any other stock exchange on which securities issued by a either Party may be issued) or otherwise disclosed pursuant to applicable lawlisted); provided, that (1) the terms of this Agreement shall be redacted to the greatest extent reasonably possible and (2) to the extent practicable under the circumstancespossible, such Party shall will provide the other Party with a copy of the proposed text of such statements or disclosure (including any exhibits containing this Agreement or the Supply Agreement) sufficiently in advance of the scheduled release or publication thereof to afford such other Party a reasonable opportunity to review and comment upon the proposed text (including redacted versions of this Agreement or the Supply Agreement). , (db) In addition, each either Party shall have has the right to disclose the Material Financial Terms and information regarding the development and Commercialization status of the Licensed Product this Agreement under a confidentiality undertakings substantially similar to those contained herein obligation no less protective than that set forth in this Agreement, to any actual or potential acquirer, merger partner, investors providers of financing, or potential providers of financing (whether in the form of debt, equity or otherwise) and their advisors, (c) upon the execution of this Agreement, the Parties will be permitted to issue the joint press release attached hereto as Exhibit F, and (d) after the Effective Date, each Party has the right to disclose the existence and execution of this Agreement and the Supply Agreement and the general nature of its terms, provided that the specifics of such terms are not disclosed including, without limitation, the financial terms set forth herein. Neither Party will make any other statement to the public regarding the execution and/or any other aspect of the subject matter of this Agreement or the Supply Agreement, except: (i) where a Party reasonably believes disclosure is required under applicable laws or ethical commercial practice; and (ii) either Party may use the text of a statement previously approved by the other Party.

Appears in 1 contract

Samples: License Agreement (Sepracor Inc /De/)

Disclosure of Financial and Other Terms. (a) No Party will issue any press release with respect to the transactions contemplated by this Agreement without the prior written consent of the other Parties, which consent shall not be unreasonably withheld or delayed. For the avoidance of doubt, a Party may re-use the text of a press release previously approved by the other Parties without further consent. (b) Except as required by applicable laws, treaties, treaties and regulations agreements (including securities laws), the Parties agree that the consideration material terms set forth in Article 6 of this Agreement and the pricing terms set forth in Article 3 of the US Supply Agreement (the “Material Financial Terms”) will be considered Confidential Information of all Parties and shall be subject to the confidentiality and non-disclosure restrictions set forth in this Article 11 with respect to Confidential Information. (c) both Parties. Notwithstanding the foregoing, (ia) any either Party may disclose any such terms as are required to be disclosed in its publicly-filed financial statements or other public statements statements, pursuant to applicable laws, regulations, regulations and *** Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. stock exchange rules (e.g., the U.S. Securities and Exchange Commission Commission, NASDAQ, NYSE, or any other stock exchange on which securities issued by a Party Ignyta or Nerviano may be issued) or otherwise disclosed pursuant to applicable law); provided, that (1) the terms of this Agreement shall be redacted to the greatest extent reasonably possible and (2) to the extent practicable under the circumstances, such Party shall provide the other Party with a copy of the proposed text of such statements or disclosure (including any exhibits containing this Agreement) sufficiently in advance of the scheduled release or publication thereof to afford such other Party a reasonable opportunity to review and comment upon the proposed text (including redacted versions of this Agreement). , (db) In additioneither Party shall have the further right to disclose the material financial terms of this Agreement on a confidential basis to any potential and actual Sublicensee, each Acquiror, merger partner or potential providers of financing and their advisors in connection with due diligence investigations by, or presentations to, such entities, and (c) either Party shall have the right to disclose the Material Financial Terms and information regarding the development and Commercialization or commercialization status of a Product to the Licensed Product extent such disclosure is customary and material to their potential and actual Sublicensees, current investors, or required by applicable laws or stock exchange rules. Neither Party shall make any other statement to the public regarding the execution and/or any other aspect of the subject matter of this Agreement, except: (x) where a Party reasonably believes disclosure is required under confidentiality undertakings substantially similar to those contained herein to any actual applicable laws or potential acquirerethical commercial practice, merger partner(y) for customary discussions with current or prospective investors and analysts, investors or providers and (z) either Party may use the text of financing (whether in a statement previously approved by the form of debtother Party. Promptly after the Effective Date, equity or otherwise) the Parties will draft and their advisorsissue a mutually acceptable press release.

Appears in 1 contract

Samples: License Agreement (Ignyta, Inc.)

Disclosure of Financial and Other Terms. (a) No Party will issue any press release with respect to the transactions contemplated by this Agreement without the prior written consent of the other Parties, which consent shall not be unreasonably withheld or delayed. For the avoidance of doubt, a Party may re-use the text of a press release previously approved by the other Parties without further consent. (b) Except as required by applicable laws, treaties, and regulations (including securities laws)Legal Requirement, the Parties agree that the consideration terms set forth in Article 6 and existence of this Agreement and the pricing terms set forth in Article 3 of the US Supply Agreement (the “Material Financial Terms”) will be considered Confidential Information of all Parties and shall be subject to the confidentiality and non-disclosure restrictions set forth in this Article 11 with respect to Confidential Information. (c) both Parties. Notwithstanding the foregoing, (i) any either Party may disclose any disclose: (a) such terms as are required to be disclosed in its publicly-filed financial statements or other public statements pursuant to applicable laws, regulations, Legal Requirements and stock market or exchange rules or regulations (e.g., the U.S. Securities and Exchange Commission Commission, NASDAQ, NYSE, London Stock Exchange, or any other stock securities exchange on which securities issued by a Party or its Affiliates are, or may be be, issued) or otherwise disclosed pursuant to applicable law); providedprovided that the disclosing Party shall, that (1) the terms of this Agreement shall be redacted to the greatest extent reasonably possible and (2) to the extent practicable under the circumstancesreasonably practicable, such Party shall provide the other Party with a copy draft of the proposed text of such statements statement or disclosure (including any exhibits Schedules containing this Agreement) sufficiently in advance of the scheduled release or publication thereof to afford such the other Party a reasonable opportunity to review and comment upon the proposed text (including redacted versions of this Agreement). , which comments shall be reasonably considered by the disclosing Party; and (db) In addition, each Party shall have the right to disclose the Material Financial Terms and information regarding the development and Commercialization status material terms of the Licensed Product this Agreement under confidentiality undertakings substantially similar to those contained herein to any potential or actual or potential acquirer, acquisition or merger target, or merger partner, investors licensee, licensor, manufacturer, or other strategic partner with respect to any Agreement Product, Related Product, or the Product Rights or in exercise of the Party’s rights hereunder or under the Ancillary Agreements, or potential providers of financing (whether in the form of equity, debt, equity or otherwise) and their advisors. Neither Party shall make any other statement to the public regarding the execution and/or any other aspect of the subject matter of this Agreement, except: (i) where a Party reasonably believes disclosure is required under Legal Requirements or applicable stock market rules; and (ii) either Party may use the text of a statement previously disclosed in accordance with this Agreement; and (iii) GENUPRO shall be free, as it may determine in its reasonable discretion, to make public statements and/or public disclosures regarding GENUPRO’s or its Affiliates’ or Sublicensees’ manufacture, commercialization or development of Agreement Product or Related Products following the Effective Date, subject to the terms and conditions of this Agreement.

Appears in 1 contract

Samples: License and Asset Transfer Agreement (Furiex Pharmaceuticals, Inc.)

Disclosure of Financial and Other Terms. (a) No Party will issue any press release with respect to the transactions contemplated by this Agreement without the prior written consent of the other Parties, which consent shall not be unreasonably withheld or delayed. For the avoidance of doubt, a Party may re-use the text of a press release previously approved by the other Parties without further consent. (b) Except as required by applicable laws, treaties, treaties and regulations agreements (including securities laws), the Parties parties agree that the consideration material terms set forth in Article 6 of this Agreement and the pricing terms set forth in Article 3 of the US Supply Agreement (the “Material Financial Terms”) will be considered Confidential Information of all Parties and shall be subject to the confidentiality and non-disclosure restrictions set forth in this Article 11 with respect to Confidential Information. (c) both parties. Notwithstanding the foregoing, (ia) any Party either party may disclose any such terms as are required to be disclosed in its publicly-filed financial statements or other public statements statements, pursuant to applicable laws, regulations, regulations and stock exchange rules (e.g., the rules of the U.S. Securities and Exchange Commission Commission, NASDAQ, NYSE or any other stock exchange on which securities issued by a Party either party may be issued) or otherwise disclosed pursuant to applicable lawlisted); provided, that (1) the terms of this Agreement shall be redacted to the greatest extent reasonably possible and (2) to the extent practicable under the circumstances, such Party party shall provide the other Party party with a copy of the proposed text of such statements or disclosure (including any exhibits containing this Agreement) sufficiently in advance of the scheduled release or publication thereof to afford such other Party party a reasonable opportunity to review and comment upon the proposed text (including redacted versions of this Agreement). , (b) either party shall have the further right to disclose the material financial terms of this Agreement under a confidentiality obligation no less protective than those set forth in this Agreement, to any potential acquirer, merger partner or potential providers of financing and their advisors, (c) either party shall have the further right to disclose the material terms of this Agreement to institutional investors, investment bankers. industry analysts and other providers of financing, provided that such party shall use its reasonable best efforts to protect the confidentiality of such terms, and (d) In addition, each Party ENDO shall have the right to disclose the Material Financial Terms and information regarding the development and Commercialization or commercialization status of the Licensed Product under confidentiality undertakings substantially similar to those contained herein to any actual or potential acquirer, merger partner, investors or providers of financing (whether in the form Territory to the extent such disclosure is deemed reasonably necessary or desirable by ENDO or required by applicable laws or stock exchange rules. Neither party shall make any other statement to the public regarding the execution and/or any other aspect of debtthe subject matter of this Agreement, equity except: (i) where a party reasonably believes disclosure is required under applicable laws or otherwiseethical commercial practice, (ii) either party may use the text of a statement previously approved by the other party and their advisors(iii) except as provided above, neither party may make statements pertaining to this Agreement and the subject matter hereof including without limitation information on development or commercialization status of Licensed Product without the prior review and consent of the CEO or president of the other party or an individual designated by such person.

Appears in 1 contract

Samples: License Agreement (Zars Inc/Ut)

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