Common use of Disclosure of Provisions of Agreement Clause in Contracts

Disclosure of Provisions of Agreement. (a) Each Party agrees to hold as confidential the terms of this Agreement, except that (i) each Party shall have the right to disclose such terms to investors, potential investors, business partners, potential business partners, lenders, potential lenders, acquirers, potential acquirers, investment bankers and other Third Parties in connection with licensing, financing and acquisition activities, provided that any such Third Party has entered into a written obligation with the disclosing Party to treat such information and materials as confidential which is at least as stringent as the conditions imposed by this Agreement (and each Party shall remain responsible for any failure by any of the foregoing Persons, to whom a receiving Party may disclose Confidential Information, to treat such information and materials as required under Section 8.2) and (ii) each Party shall have the right to disclose such terms as required by Applicable Law, regulation or legal process, including by the rules or regulations of the SEC or similar regulatory agency in a country other than the United States or of any stock exchange or other securities trading institution; provided that the Party subject to such disclosure requirement shall, if reasonably practicable under the circumstances, provide the other Party with a reasonable opportunity to review and comment in advance on the disclosing Party’s proposed disclosure and such disclosing Party shall consider in good faith any comments thereon provided by the other Party. (b) In the event that this Agreement shall be included in any report, statement or other document filed by either Party or an Affiliate of either Party with the SEC or similar regulatory agency in a country other than the United States or any stock exchange or other securities trading institution, such Party shall use, or shall cause such Party’s Affiliate, as the case may be, to use, Diligent Efforts to obtain confidential treatment from the SEC, similar regulatory agency, stock exchange or other securities trading institution of any financial information or other information of a competitive or confidential nature, and shall include in such confidentiality request such provisions of this Agreement as may be reasonably requested by the other Party.

Disclosure of Provisions of Agreement. (ai) Each Party agrees to hold as confidential the terms of this Agreement, except that (ia) each Party shall have the right to disclose such terms to investors, bona fide potential investors, business partners, bona fide potential business partners, lenders, bona fide potential lenders, acquirers, bona fide potential acquirers, and investment bankers and other Third Parties in connection with licensing, financing and acquisition activities, and due diligence processes related to such activities, provided that (a) any such Third Party has entered into a written obligation with the disclosing Party to treat such information and materials as confidential which is and requiring at least as stringent as the conditions imposed by this Agreement commercially reasonable obligations of confidentiality (and each Party shall will remain responsible for any failure by any of the foregoing Persons, to whom a receiving Receiving Party may disclose Confidential Information, ) to treat such information and materials as required under Section 8.2) 10.2 hereof, and (iib) each Party shall will have the right to disclose such terms as required by Applicable Law, regulation or legal CONFIDENTIAL process, including by the rules or regulations of the SEC or similar regulatory agency in a country other than the United States States, or of any stock exchange or other securities trading institution; provided that the Party subject to such disclosure requirement shallwill, if reasonably practicable under the circumstances, provide the other Party with a reasonable opportunity to review and comment in advance on the disclosing Party’s proposed disclosure and such disclosing Party shall will consider in good faith any comments thereon provided by the other Party. Such Party will exercise at least a reasonable standard of care and take commercially reasonable steps to protect Confidential Information of the Disclosing Party and disclose only such portion of Confidential Information of the Disclosing Party, if at all, as is reasonably required to be disclosed. (bii) In the event that this Agreement shall will be included in any report, statement or other document filed by either Party Customer or an Affiliate of either Party Customer with the SEC or similar regulatory agency in a country other than the United States or any stock exchange or other securities trading institution, such Party shall Customer will use, or shall will cause such PartyCustomer’s Affiliate, as the case may be, to use, Diligent Efforts good faith efforts to obtain confidential treatment from the SEC, similar regulatory agency, stock exchange or other securities trading institution of any Brammer proprietary technical data, know-how, and trade secrets concerning Xxxxxxx’x production and purification methods, Xxxxxxx’x equipment and techniques, Xxxxxxx’x facilities and its design and operation, and Xxxxxxx Technology and New Xxxxxxx Technology, as well as financial information or other information of a competitive or confidential nature, and shall will include in such confidentiality request such provisions of this Agreement as may be reasonably requested by the other PartyBrammer.

Disclosure of Provisions of Agreement. (a) Each Party agrees to hold as confidential the terms of this Agreement, except that that, notwithstanding anything herein to the contrary, (i) each such Party shall have the right to disclose such terms to investors, bona fide potential investors, business partners, bona fide potential business partners, lenders, bona fide potential lenders, acquirers, bona fide potential acquirers, and investment bankers and other Third Parties in connection with licensing, financing and acquisition activities, and due diligence processes related to such activities, provided that any such Third Party has entered into a written obligation with the disclosing such Party to treat such information and materials as confidential which is and requiring at least as stringent as the conditions imposed by this Agreement commercially reasonable obligations of confidentiality (and each such Party shall will remain responsible for any failure by any of the foregoing Persons, to whom a receiving such Party may disclose Confidential Information, ) to treat such information and materials as required under Section 8.2) 10.2 hereof, and (ii) each such Party shall will have the right to disclose such terms as required by Applicable Law, regulation or legal process, including by the rules or regulations of the SEC or similar regulatory agency in a country other than the United States States, or of any stock exchange or other securities trading institution; provided that the such Party subject to such disclosure requirement shallwill, if reasonably practicable under the circumstances, provide the other Party with a reasonable opportunity to review and comment in advance on the disclosing such Party’s proposed disclosure and such disclosing Party shall will consider in good faith any comments thereon provided by the such other Party. (b) In the event that this Agreement shall will be included in any report, statement or other document filed by either Party Customer or an Affiliate of either Party Customer with the SEC or similar regulatory agency in a country other than the United States or any stock exchange or other securities trading institution, such Party shall Customer will use, or shall will cause such PartyCustomer’s Affiliate, as the case may be, to use, Diligent Efforts good faith efforts to obtain confidential treatment from the SEC, similar regulatory agency, stock exchange or other securities trading institution of any Brammer proprietary technical data, know-how, and trade secrets concerning Xxxxxxx’x production and purification methods, Xxxxxxx’x equipment and techniques, Xxxxxxx’x facilities and its design and operation, and Xxxxxxx Technology and New Xxxxxxx Technology, as well as financial information or other information of a competitive or confidential nature, and shall will include in such confidentiality request such provisions of this Agreement as may be reasonably requested by Brammer, in each case, to the extent such confidential treatment would, in the reasonable judgment of Customer or such Affiliate, be permitted by Applicable Law and by the applicable rules and regulations of the SEC or any such similar regulatory agency, stock exchange or other Partysecurities trading institution.

Disclosure of Provisions of Agreement. (ai) To the extent information regarding this Agreement is required to be disclosed by Applicable Laws or by securities exchange listing requirements, each Party shall give the other Party a reasonable opportunity to review those portions of all filings with the United States Securities and Exchange Commission (or any stock exchange, including Nasdaq, or any similar regulatory agency in any country other than the United States) describing the terms of this Agreement (including any filings of this Agreement) prior to submission of such filings, and shall give due consideration to any reasonable comments by the non-filing Party relating to such filing, including the provisions of this Agreement for which confidential treatment should be sought. (ii) Each Party agrees to hold as confidential the terms of this Agreement, except that (ia) each Party shall have the right to disclose such terms to investors, bona fide potential investors, business partners, Customer’s sublicensee(s) of the License or Other Customer Products License, bona fide potential business partners, lenders, bona fide potential lenders, acquirers, bona fide potential acquirers, and investment bankers and other Third Parties in connection with licensing, financing and acquisition activities, and due diligence processes related to such activities, provided that any such Third Party has entered into a written obligation with the disclosing Disclosing Party to treat such information and materials as confidential which is and requiring at least as stringent as the conditions imposed by this Agreement commercially reasonable obligations of confidentiality (and each Party shall will remain responsible for any failure by any of the foregoing Persons, Persons to whom a receiving Receiving Party may disclose Confidential Information, ) to treat such information and materials as required under Section 8.2) 10.2 hereof. Such Party will exercise at least a reasonable standard of care and (ii) each Party shall have the right take commercially reasonable steps to disclose such terms as required by Applicable Law, regulation or legal process, including by the rules or regulations protect Confidential Information of the SEC or similar regulatory agency in a country other than Disclosing Party and disclose only such portion of Confidential Information of the United States or of any stock exchange or other securities trading institution; provided that the Party subject to such disclosure requirement shallDisclosing Party, if reasonably practicable under the circumstances, provide the other Party with a reasonable opportunity to review and comment in advance on the disclosing Party’s proposed disclosure and such disclosing Party shall consider in good faith any comments thereon provided by the other Party. (b) In the event that this Agreement shall be included in any report, statement or other document filed by either Party or an Affiliate of either Party with the SEC or similar regulatory agency in a country other than the United States or any stock exchange or other securities trading institution, such Party shall use, or shall cause such Party’s Affiliateat all, as the case may be, is reasonably required to use, Diligent Efforts to obtain confidential treatment from the SEC, similar regulatory agency, stock exchange or other securities trading institution of any financial information or other information of a competitive or confidential nature, and shall include in such confidentiality request such provisions of this Agreement as may be reasonably requested by the other Partydisclosed.

Disclosure of Provisions of Agreement. (ai) Each Party agrees to hold as confidential the terms of this Agreement, except that (ia) each Party shall have the right to disclose such terms to investors, bona fide potential investors, business partners, bona fide potential business partners, lenders, bona fide potential lenders, acquirers, bona fide potential acquirers, and investment bankers and other Third Parties in connection with licensing, financing and acquisition activities, and due diligence processes related to such activities, provided that (a) any such Third Party has entered into a written obligation with the disclosing Party to treat such information and materials as confidential which is and requiring at least as stringent as the conditions imposed by this Agreement commercially reasonable obligations of confidentiality (and each Party shall will remain responsible for any failure by any of the foregoing Persons, to whom a receiving Receiving Party may disclose Confidential Information, ) to treat such information and materials as required under Section 8.2) 10.2 hereof, and (iib) each Party shall will have the right to disclose such terms as required by Applicable Law, regulation or legal CONFIDENTIAL process, including by the rules or regulations of the SEC or similar regulatory agency in a country other than the United States States, or of any stock exchange or other securities trading institution; provided that the Party subject to such disclosure requirement shallwill, if reasonably practicable under the circumstances, provide the other Party with a reasonable opportunity to review and comment in advance on the disclosing Party’s proposed disclosure and such disclosing Party shall will consider in good faith any comments thereon provided by the other Party. Such Party will exercise at least a reasonable standard of care and take commercially reasonable steps to protect Confidential Information of the Disclosing Party and disclose only such portion of Confidential Information of the Disclosing Party, if at all, as is reasonably required to be disclosed. (bii) In the event that this Agreement shall will be included in any report, statement or other document filed by either Party Customer or an Affiliate of either Party Customer with the SEC or similar regulatory agency in a country other than the United States or any stock exchange or other securities trading institution, such Party shall Customer will use, or shall will cause such PartyCustomer’s Affiliate, as the case may be, to use, Diligent Efforts good faith efforts to obtain confidential treatment from the SEC, similar regulatory agency, stock exchange or other securities trading institution of any Xxxxxxx proprietary technical data, know-how, and trade secrets concerning Xxxxxxx’x production and purification methods, Xxxxxxx’x equipment and techniques, Xxxxxxx’x facilities and its design and operation, and Xxxxxxx Technology and New Xxxxxxx Technology, as well as financial information or other information of a competitive or confidential nature, and shall will include in such confidentiality request such provisions of this Agreement as may be reasonably requested by the other PartyXxxxxxx.