Common use of Exclusions to Confidentiality Clause in Contracts

Exclusions to Confidentiality. The non-disclosure restrictions contained in Section 9.1 shall not apply to Confidential Information that (a) is submitted by the 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; (b) is provided by the Receiving Party to Third Parties and/or an Affiliate under appropriate terms and conditions, including confidentiality provisions at least as protective of the Disclosing Party as those in this Agreement, for consulting, 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 of Collaboration Product or DRG in accordance with this Agreement; or (c) 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 under extraordinary circumstances, give reasonable advance notice to the other Party of such disclosure requirement, sufficient to allow said other Party the right to object to and defend against said disclosure and will use its reasonable best efforts to secure confidential treatment of such Confidential (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 9.1 shall not apply to Confidential Information that (a) is submitted by the 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; (b) is provided by the Receiving Party to Third Parties and/or an Affiliate under appropriate terms and conditions, including confidentiality provisions at least as protective of the Disclosing Party as those in this Agreement, for consulting, 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 of Collaboration Product or DRG in accordance with this Agreement; or (c) 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 * 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 under extraordinary circumstances, give reasonable advance notice to the other Party of such disclosure requirement, sufficient to allow said other Party the right to object to and defend against said disclosure and will use its reasonable best efforts to secure confidential treatment of such Confidential (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 9.1 12.1 shall not apply to any Confidential Information in the hands of a Receiving Party that (a) 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 Receiving Party to governmental authorities Regulatory Authorities to facilitate the issuance of marketing approvals Regulatory Approvals for a Collaboration any Licensed Product, provided that reasonable measures shall be taken to assure confidential treatment of such information, if practicable; (b) is provided by the Receiving Sanofi to any Third Party to Third Parties and/or an Affiliate under appropriate terms and conditions, including confidentiality provisions at least as protective of the Disclosing Party as equivalent to those in this Agreement, for consultingResearch, manufacturingDevelopment, developmentCommercialization or Manufacturing purposes, 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 of Collaboration Product or DRG in accordance with this Agreementsublicensing; or (c) 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 under extraordinary circumstanceswhere impracticable for necessary disclosures (for example to physicians conducting studies or to health authorities), give reasonable advance notice to the other Disclosing Party of such disclosure requirementrequirement and, sufficient except to allow said other Party the right to object to and defend against said disclosure and extent inappropriate in the case of patent applications or otherwise, 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 9.1 12.1 shall not apply to any Confidential Information in the hands of a receiving Party that (ai) is submitted by the Receiving receiving Party to governmental authorities to facilitate the issuance of marketing approvals for a Collaboration Covered Product, provided that reasonable measures shall be taken to assure confidential treatment of such information, if practicable; (bii) is provided by the Receiving GPC to any Third Party to Third Parties and/or an Affiliate under appropriate terms and conditions, including confidentiality provisions at least as protective of the Disclosing Party as equivalent to 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 of Collaboration Product or DRG in accordance with this Agreementsublicensing; or (ciii) 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 under extraordinary circumstanceswhere 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{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, sufficient except to allow said other Party the right to object to and defend against said disclosure and extent inappropriate in the case of patent applications or otherwise, will use its reasonable best efforts to secure confidential treatment of such Confidential (information Information required to be disclosed. FurthermoreIn addition, each Party shall give the any press release or other Party a reasonable opportunity to review all filings with the United States Securities and Exchange Commission describing public announcement permitted by the terms of this Agreement prior to submission of such filings, and Section 17.7 hereof shall give due consideration to any reasonable comments by the non-filing Party relating to such filing, including without limitation, be excluded from the provisions of this Agreement for which confidential treatment should be soughtSection 12.1.