Common use of Exchange of Information Regarding Development; Use of Program Data Clause in Contracts

Exchange of Information Regarding Development; Use of Program Data. Each Party shall provide the other Party, at each meeting of the JDC until the JDC is disbanded in accordance with Section 4.2(b)(ii), with all material information and data relating to its Development of Memantine-Donepezil FDC Products for Commercialization in the Territory in the Field. In addition, from time to time, each Party shall provide to the other Party all material information and data relating to such Party’s Development of Memantine-Donepezil FDC Products for Commercialization in the Territory in the Field upon the other Party’s reasonable request. In addition to its rights under and pursuant to Section 4.5, Adamas shall have the right to use such information received from Forest or its Affiliates to comply with all applicable Laws, including requirements by Regulatory Authorities. However, without limiting its rights under and pursuant to Section 4.5, Adamas shall not have the right to use any Program Data (i) in a manner that would [*], without [*] (including any [*] in connection therewith) or (ii) in support of any Regulatory Approvals in the Field in the Territory; provided, however, that Adamas shall have the right to use Program Data for such purpose in clause (ii) in a manner consistent with this Agreement if [*] and [*]. Nothing in this Section 4.2(f) shall be construed as an implied license to any intellectual property rights of Forest, its Affiliates or any Third Party. As and to the extent set forth in Section [*], the use of Program Data to support Regulatory Approval or Commercialization of any Product [*] shall [*] with respect to such Product.

Exchange of Information Regarding Development; Use of Program Data. Each Party shall provide the other Party, at each meeting of the JDC until the JDC is disbanded in accordance with Section 4.2(b)(ii), with all material information and data relating to its Development of Memantine-Donepezil FDC Products for Commercialization in the Territory in the Field. In addition, from time to time, each Party shall provide to the other Party all material information and data relating to such Party’s Development of Memantine-Donepezil FDC Products for Commercialization in the Territory in the Field upon the other Party’s reasonable request. In addition to its rights under and pursuant to Section 4.5, Adamas Xxxxxx shall have the right to use such information received from Forest or its Affiliates to comply with all applicable Laws, including requirements by Regulatory Authorities. However, without limiting its rights under and pursuant to Section 4.5, Adamas Xxxxxx shall not have the right to use any Program Data (i) in a manner that would [*], without [*] (including any [*] in connection therewith) or (ii) in support of any Regulatory Approvals in the Field in the Territory; provided, however, that Adamas shall have the right to use Program Data for such purpose in clause (ii) in a manner consistent with this Agreement if [*] and [*]. Nothing in this Section 4.2(f) shall be construed as an implied license to any intellectual property rights of Forest, its Affiliates or any Third Party. As and to the extent set forth in Section [*], the use of Program Data to support Regulatory Approval or Commercialization of any Product [*] shall [*] with respect to such Product.

Exchange of Information Regarding Development; Use of Program Data. Each Party shall provide the other Party, at each meeting of the JDC until the JDC is disbanded in accordance with Section 4.2(b)(ii), with all material information and data relating to its Development of Memantine-Donepezil FDC Products for Commercialization in the Territory in the Field. In addition, from time to time, each Party shall provide to the other Party all material information and data relating to such Party’s Development of Memantine-Donepezil FDC Products for Commercialization in the Territory in the Field upon the other Party’s reasonable request. In addition to its rights under and pursuant to Section 4.5, Adamas shall have the right to use such information received from Forest or its Affiliates to comply with all applicable Laws, including requirements by Regulatory Authorities. However, without limiting its rights under and pursuant to Section 4.5, Adamas shall not have the right to use any Program Data (i) in a manner that would [*[ * ], without [*[ * ] (including any [*[ * ] in connection therewith) or (ii) in support of any Regulatory Approvals in the Field in the Territory; provided, however, that Adamas shall have the right to use Program Data for such purpose in clause (ii) in a manner consistent with this Agreement if [*[ * ] and [*[ * ]. Nothing in this Section 4.2(f) shall be construed as an implied license to any intellectual property rights of Forest, its Affiliates or any Third Party. As and to the extent set forth in Section [*[ * ], the use of Program Data to support [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended. Regulatory Approval or Commercialization of any Product [*[ * ] shall [*[ * ] with respect to such Product.