Common use of Exclusions to Confidentiality Clause in Contracts

Exclusions to Confidentiality. The restrictions contained in Section 12.2 shall not apply to Confidential Information that (i) is submitted by the recipient to governmental authorities to facilitate the issuance of marketing approvals for a Product, provided that reasonable measures shall be taken to assure confidential treatment of such information, if practicable; (ii) is provided by the recipient to Third Parties under appropriate terms and conditions, including confidentiality provisions equivalent to those in this Agreement, for consulting, manufacturing development, manufacturing, external testing, marketing trials and sublicensing or potential sublicensing; (iii) is contained in any report submitted to any licensor(s) of technology or compositions of matter that are employed in the Research Program, provided that the licensor is subject to a customary confidentiality obligation as to proprietary information and trade secrets; or (iv) is otherwise required to be disclosed in compliance with applicable laws or regulations (including, without limitation, to comply with SEC, Nasdaq or stock exchange disclosure requirements) or order by a court or other regulatory body having competent jurisdiction; provided that if a Party is required to make any such disclosure of the other Party’s Confidential Information it will, except where impracticable for necessary disclosures, for example to physicians conducting studies or to health authorities, give reasonable advance notice to the other Party of such disclosure requirement and, except to the extent inappropriate in the case of patent applications or otherwise, will use its reasonable best efforts to secure confidential treatment of such Confidential Information required to be disclosed.

Exclusions to Confidentiality. The restrictions contained in Section 12.2 13.2 shall not apply to Confidential Information that (i) is submitted by the recipient to governmental authorities to facilitate the issuance of marketing approvals for a Product, provided that reasonable measures shall be taken to assure confidential treatment of such information, if practicable; (ii) is provided by the recipient to Third Parties under appropriate terms and conditions, including confidentiality provisions equivalent to those in this Agreement, for consulting, manufacturing development, manufacturing, external testing, marketing trials and sublicensing or potential sublicensing; (iii) is contained in any report submitted to ICAgen by BMS pursuant to this Agreement, to the extent that ICAgen is required to disclose such Confidential Information to any licensor(s) of technology or compositions of matter that are employed in the Research Program, provided that all competitively sensitive or enabling Confidential Information of BMS shall be redacted from all such disclosures and ICAgen shall be required to obtain BMS’s written approval, in advance, of the licensor is subject to a customary confidentiality obligation as to proprietary information and trade secretscontent of all such disclosures; or (iv) is otherwise required to be disclosed in compliance with applicable laws or regulations (including, without limitation, to comply with SEC, Nasdaq or stock exchange disclosure requirements) or order by a court or other regulatory body having competent jurisdiction; provided that if a Party is required to make any such disclosure of the other Party’s Confidential Information it will, except where impracticable for necessary disclosures, for example to physicians conducting studies or to health authorities, give reasonable advance notice to the other Party of such disclosure requirement and, except to the extent inappropriate in the case of patent applications or otherwise, will use its reasonable best efforts to secure confidential treatment of such Confidential Information required to be disclosed.

Exclusions to Confidentiality. The restrictions contained in Section 12.2 12.1 shall not apply to any Confidential Information in the hands of a receiving Party that (i) is submitted by the recipient receiving Party to governmental authorities to facilitate the issuance of marketing approvals for a Covered Product, provided that reasonable measures shall be taken to assure confidential treatment of such information, if practicable; (ii) is provided by the recipient GPC to any Third Parties Party under appropriate terms and conditions, including confidentiality provisions equivalent to those in this Agreement, for consulting, manufacturing development, manufacturing, external testing, marketing trials and sublicensing or potential sublicensing; or (iii) is contained in any report submitted to any licensor(s) of technology or compositions of matter that are employed in the Research Program, provided that the licensor is subject to a customary confidentiality obligation as to proprietary information and trade secrets; or (iv) is otherwise required to be disclosed in compliance with applicable laws or regulations (including, without limitation, to comply with SEC, Nasdaq any governmental or stock exchange disclosure requirements) or an order by a court or other regulatory body having competent jurisdiction; provided provided, however, that if a receiving Party is required to make any such disclosure of the other disclosing Party’s 's Confidential Information it willsuch receiving Party shall, except where impracticable for necessary disclosures, disclosures (for example to physicians conducting studies or to health authorities), give reasonable advance notice to the other Party of such disclosure {redacted} Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. requirement and, except to the extent inappropriate in the case of patent applications or otherwise, will use its reasonable best efforts to secure confidential treatment of such Confidential Information required to be disclosed. In addition, any press release or other public announcement permitted by the terms of Section 17.7 hereof shall be excluded from the provisions of Section 12.1.

Exclusions to Confidentiality. The restrictions contained in Section 12.2 12.1 shall not apply to any Confidential Information in the hands of a Receiving Party that (ia) is submitted by *** INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. - 30 - the recipient Receiving Party to governmental authorities Regulatory Authorities to facilitate the issuance of marketing approvals Regulatory Approvals for a any Licensed Product, provided that reasonable measures shall be taken to assure confidential treatment of such information, if practicable; (iib) is provided by the recipient Sanofi to any Third Parties Party under appropriate terms and conditions, including confidentiality provisions equivalent to those in this Agreement, for consultingResearch, manufacturing developmentDevelopment, manufacturingCommercialization or Manufacturing purposes, external testing, marketing trials and sublicensing or potential sublicensing; (iii) is contained in any report submitted to any licensor(s) of technology or compositions of matter that are employed in the Research Program, provided that the licensor is subject to a customary confidentiality obligation as to proprietary information and trade secrets; or (ivc) is otherwise required to be disclosed in compliance with applicable laws or regulations Applicable Law (including, without limitation, to comply with SEC, Nasdaq any governmental or stock exchange disclosure requirements) or an order by a court or other regulatory body Governmental Authority having competent jurisdiction; provided provided, however, that if a Receiving Party is required to make any such disclosure of the other Disclosing Party’s Confidential Information it willInformation, such Receiving Party shall, except where impracticable for necessary disclosures, disclosures (for example to physicians conducting studies or to health authorities), give reasonable advance notice to the other Disclosing Party of such disclosure requirement and, except to the extent inappropriate in the case of patent applications or otherwise, will use its reasonable best efforts to secure confidential treatment of such Confidential Information required to be disclosed.

Exclusions to Confidentiality. The non-disclosure restrictions contained in Section 12.2 9.1 shall not apply to Confidential Information that (ia) is submitted by the recipient Receiving Party to governmental authorities to facilitate the issuance of marketing approvals for a Collaboration Product, provided that reasonable measures shall be taken to assure confidential treatment of such information, if practicable; (iib) is provided by the recipient Receiving Party to Third Parties and/or an Affiliate under appropriate terms and conditions, including confidentiality provisions equivalent to at least as protective of the Disclosing Party as those in this Agreement, for consulting, manufacturing manufacturing, development, manufacturing, external testing, marketing trials and sublicensing * The asterisk denotes the confidential portions of this document that have been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended. or potential sublicensing; (iii) is contained sublicensing of Collaboration Product or DRG in any report submitted to any licensor(s) of technology or compositions of matter that are employed in the Research Program, provided that the licensor is subject to a customary confidentiality obligation as to proprietary information and trade secretsaccordance with this Agreement; or (ivc) is otherwise required to be disclosed in compliance with applicable laws or regulations (including, without limitation, to comply with SEC, Nasdaq NASDAQ or stock exchange disclosure requirements) or order by a court or other regulatory body having competent jurisdiction; provided that if a Party is required to make any such disclosure of the other Party’s Confidential Information it will, except where impracticable for necessary disclosures, for example to physicians conducting studies or to health authoritiesunder extraordinary circumstances, give reasonable advance notice to the other Party of such disclosure requirement andrequirement, except sufficient to allow said other Party the extent inappropriate in the case of patent applications or otherwise, right to object to and defend against said disclosure and will use its reasonable best efforts to secure confidential treatment of such Confidential Information (information required to be disclosed. Furthermore, each Party shall give the other Party a reasonable opportunity to review all filings with the United States Securities and Exchange Commission describing the terms 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 without limitation, the provisions of this Agreement for which confidential treatment should be sought.

Exclusions to Confidentiality. The non-disclosure restrictions contained in Section 12.2 9.1 shall not apply to Confidential Information that (ia) is submitted by the recipient Receiving Party to governmental authorities to facilitate the issuance of marketing approvals for a Collaboration Product, provided that reasonable measures shall be taken to assure confidential treatment of such information, if practicable; (iib) is provided by the recipient Receiving Party to Third Parties and/or an Affiliate under appropriate terms and conditions, including confidentiality provisions equivalent to at least as protective of the Disclosing Party as those in this Agreement, for consulting, manufacturing manufacturing, development, manufacturing, external testing, marketing trials and sublicensing or potential sublicensing; (iii) is contained sublicensing of Collaboration Product or DRG in any report submitted to any licensor(s) of technology or compositions of matter that are employed in the Research Program, provided that the licensor is subject to a customary confidentiality obligation as to proprietary information and trade secretsaccordance with this Agreement; or (ivc) is otherwise required to be disclosed in compliance with applicable laws or regulations (including, without limitation, to comply with SEC, Nasdaq NASDAQ or stock exchange disclosure requirements) or order by a court or other regulatory body having competent jurisdiction; provided that if a Party is required to make any such disclosure of the other * The asterisk denotes that confidential portions of this exhibit have been omitted in reliance on Rule 24b-2 of the Securities Exchange Act of 1934. The confidential portions have been submitted separately to the Securities and Exchange Commission. Party’s Confidential Information it will, except where impracticable for necessary disclosures, for example to physicians conducting studies or to health authoritiesunder extraordinary circumstances, give reasonable advance notice to the other Party of such disclosure requirement andrequirement, except sufficient to allow said other Party the extent inappropriate in the case of patent applications or otherwise, right to object to and defend against said disclosure and will use its reasonable best efforts to secure confidential treatment of such Confidential Information (information required to be disclosed. Furthermore, each Party shall give the other Party a reasonable opportunity to review all filings with the United States Securities and Exchange Commission describing the terms 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 without limitation, the provisions of this Agreement for which confidential treatment should be sought.