Common use of Limited Disclosure Permitted Clause in Contracts

Limited Disclosure Permitted. Each Party may disclose Confidential Information to the extent that such disclosure is: (a) made in response to a valid order or subpoena of a court of competent jurisdiction or other governmental body of a country or any political subdivision thereof of competent jurisdiction; provided, however, that the Receiving Party will first have given notice to the Disclosing Party and given the Disclosing Party a reasonable opportunity to quash such order or subpoena and to obtain a protective order requiring that the Confidential Information and documents that are the subject of such order or subpoena be held in confidence by such court or governmental body or, if disclosed, be used only for purposes for which the order or subpoena was issued; provided further, however, that if a disclosure order or subpoena is not quashed or a protective order is not obtained, the Confidential Information disclosed in response to such court or governmental order or subpoena will be limited to that information that is legally required to be disclosed in such response to such court or governmental order or subpoena; (b) otherwise required by law, in the opinion of legal counsel to the Receiving Party, provided that the Receiving Party shall advise the Disclosing Party in advance of any such disclosure and cooperates with the Disclosing Party in limiting the disclosure required. (c) made by the Receiving Party to the governmental or regulatory authority as required to obtain or maintain marketing approval for the Product, provided that reasonable effort will be taken to ensure confidential treatment of such information; (d) made by the Receiving Party to a Third Person as may be necessary or useful in connection with the manufacture, development and commercialization of the Product or Compound, provided that the Receiving Party will in each case obtain from the proposed Third Person recipient a written confidentiality agreement containing confidentiality and non-use obligations no less onerous than those set forth in this Agreement; (e) made by the Receiving Party to a United States or foreign tax authority; (f) made by the Receiving Party to its representatives; provided, however, that: (i) each such representative has a need to know such Confidential Information for purposes of this Agreement, (ii) the Receiving Party informs each representative receiving Confidential Information of its confidential nature, and (iii) the Receiving Party will be responsible for any breach of this Article 7 by any of its representatives to the same extent as if the breach were by the Receiving Party; (g) made by a Receiving Party or any representative of the Receiving Party in the filing or publication of patents or patent applications relating to Licensed Patents, or any invention relating to a Compound or Product, to the extent such disclosure in the filing or publication of the patent or patent application is reasonably necessary for support of the patent or patent application; (h) made by a Receiving Party in order to comply with applicable securities law disclosure requirements.

Limited Disclosure Permitted. Each Party may disclose Confidential Information of the Disclosing Party to the extent that such disclosure is: (a) made required by applicable laws, in response the opinion of legal counsel to a valid order or subpoena of a court of competent jurisdiction or other governmental body of a country or any political subdivision thereof of competent jurisdictionthe Receiving Party; provided, however, that the Receiving Party will first have given reasonable notice to the Disclosing Party (if practicable) and given the Disclosing Party a reasonable opportunity to quash such order or subpoena and to obtain a protective order or confidential treatment requiring that the Confidential Information and documents that are the subject of such order or subpoena thereof be held in confidence by such court or governmental body the recipient or, if disclosed, be used only for purposes for which the order or subpoena was issuedrequired by such law; provided further, however, that if a disclosure order or subpoena is not quashed or a protective order is not obtained, the Confidential Information so disclosed in response to such court or governmental order or subpoena will be limited to that information that is legally required to be disclosed in such response to such court or governmental order or subpoenaby applicable laws; (b) otherwise required by law, in the opinion of legal counsel to the Receiving Party, provided that the Receiving Party shall advise the Disclosing Party in advance of any such disclosure and cooperates with the Disclosing Party in limiting the disclosure required. (c) made by the Receiving Party to the a governmental or regulatory authority as required to conduct clinical trials or obtain or maintain marketing regulatory approval for products or services that are the Product, provided that reasonable effort will be taken subject of licenses granted to ensure confidential treatment of such informationthe Receiving Party under this Agreement; (dc) made by the Receiving Party to a Third Person Party as may be necessary or useful in connection with the manufacture, development and commercialization of any products or services that are the Product or Compound, provided that subject of licenses granted to the Receiving Party will under this Agreement, in each case obtain from connection with financing activities of the proposed Third Person recipient a written confidentiality agreement containing confidentiality and non-use obligations no less onerous than those set forth Receiving Party, or in Confidential Information 17 [***] Certain information in this Agreement; (e) made by document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. connection with the transfer or sale of all or substantially all of the business of the Receiving Party to which this Agreement relates to a United States Third Party, whether by merger, sale of stock, sale or foreign tax authority; (f) made by the Receiving Party to its representativestransfer of assets or otherwise; provided, however, that: (i) each such representative has Third Party has, in the reasonable determination of the Receiving Party, a need to know such Confidential Information for purposes of and is bound by an agreement containing confidentiality and non-use obligations no less protective than those set forth in this Agreement, Agreement in any material respect; (ii) the Receiving Party informs each representative Third Party receiving Confidential Information of its confidential nature, ; and (iii) the Receiving Party will be responsible for any breach of this Article 7 by any of its representatives such Third Parties to the same extent as if the breach were by the Receiving Party;; or (g) made by a Receiving Party or any representative of the Receiving Party in the filing or publication of patents or patent applications relating to Licensed Patents, or any invention relating to a Compound or Product, to the extent such disclosure in the filing or publication of the patent or patent application is reasonably necessary for support of the patent or patent application; (hd) made by a Receiving Party in order to comply with applicable securities law disclosure requirementsrequirement or any disclosure requirements of any applicable stock market or securities exchange.

Limited Disclosure Permitted. Each Party may disclose Confidential Information of the Disclosing Party to the extent that such disclosure is: (a) made required by Applicable Laws, in response the opinion of legal counsel to a valid order or subpoena of a court of competent jurisdiction or other governmental body of a country or any political subdivision thereof of competent jurisdictionthe Receiving Party; provided, however, that the Receiving Party will first have given reasonable notice to the Disclosing Party (if practicable) and given the Disclosing Party a reasonable opportunity to quash such order or subpoena and to obtain a protective order or confidential treatment requiring that the Confidential Information and documents that are the subject of such order or subpoena thereof be held in confidence by such court or governmental body the recipient or, if disclosed, be used only for purposes for which the order or subpoena was issuedrequired by such law; provided further, however, that if a disclosure order or subpoena is not quashed or a protective order is not obtained, the Confidential Information so disclosed in response to such court or governmental order or subpoena will be limited to that information that is legally required to be disclosed in such response to such court or governmental order or subpoenaas required by Applicable Laws; (b) otherwise required by law, in the opinion of legal counsel to the Receiving Party, provided that the Receiving Party shall advise the Disclosing Party in advance of any such disclosure and cooperates with the Disclosing Party in limiting the disclosure required. (c) made by the Receiving Party to the governmental or regulatory authority as required to obtain or maintain marketing approval for the Product, provided that reasonable effort will be taken to ensure confidential treatment of such information; (d) made by the Receiving Party to a governmental or regulatory authority, including FDA, as required to conduct clinical trials or obtain or maintain Regulatory Approval for the Licensed Product; (c) made by Licensee to a Third Person Party or sublicensee as may be necessary or useful in connection with the manufacture, development and commercialization of the Product or Compoundany Licensed Product, provided that the Receiving Party Licensee will in each case obtain from the proposed Third Person Party or sublicensee recipient a written confidentiality agreement containing confidentiality and non-use obligations no less onerous protective than those set forth in this AgreementAgreement in any material respect; (d) made solely with respect to the TGR5 Patents and/or TGR5 Know-How by Satiogen to a Third Party licensee or proposed licensee thereunder as may be necessary or useful in connection with the manufacture, development and commercialization of any product that is not a Licensed Product, provided that Satiogen will in each case obtain from the Third Party a written confidentiality agreement containing confidentiality and non-use obligations no less protective than those set forth in this Agreement in any material respect; (e) made by the Receiving Party to a United States or foreign tax authority; (f) made by the Receiving Party to its representativesrepresentatives or to Third Parties in connection with financing activities of the Receiving Party, or in connection with the transfer or sale of all or substantially all of the business of the Receiving Party to which this Agreement relates to a Third Party, whether by merger, sale of stock, sale or transfer of assets or otherwise; provided, however, that: (i) each such representative has or Third Party has, in the reasonable determination of the Receiving Party, a need to know such Confidential Information for purposes and has an obligation to maintain the confidentiality of this Agreementsuch information, (ii) the Receiving Party informs each representative or Third Party receiving Confidential Information of its confidential nature, and (iii) the Receiving Party will be responsible for any breach of this Article 7 6 by any of its representatives or such Third Parties to the same extent as if the breach were by the Receiving Party; (g) made by a Receiving Party or any representative of the Receiving Party in the filing or publication prosecution of patents or patent applications relating to the Licensed Patents, Patents or any patent claiming any invention relating owned by such Party pursuant to a Compound or Productthis Agreement, to the extent such disclosure in the filing or publication of the patent or patent application is is, reasonably necessary for support of the patent or patent application;; or (h) made by a Receiving Party in order to comply with applicable securities law disclosure requirementsrequirement or any disclosure requirements of any applicable stock market or securities exchange.

Limited Disclosure Permitted. Each Party may disclose Confidential Information of the Disclosing Party to the extent that such disclosure is: (a) made required by applicable laws, in response the opinion of legal counsel to a valid order or subpoena of a court of competent jurisdiction or other governmental body of a country or any political subdivision thereof of competent jurisdictionthe Receiving Party; provided, however, that the Receiving Party will first have given reasonable notice to the Disclosing Party (if practicable) and given the Disclosing Party a reasonable opportunity to quash such order or subpoena and to obtain a protective order or confidential treatment requiring that the Confidential Information and documents that are the subject of such order or subpoena thereof be held in confidence by such court or governmental body the recipient or, if disclosed, be used only for purposes for which the order or subpoena was issuedrequired by such law; provided further, however, that if a disclosure order or subpoena is not quashed or a protective order is not obtained, the Confidential Information so disclosed in response to such court or governmental order or subpoena will be limited to that information that is legally required to be disclosed in such response to such court or governmental order or subpoenaby applicable laws; (b) otherwise required by law, in the opinion of legal counsel to the Receiving Party, provided that the Receiving Party shall advise the Disclosing Party in advance of any such disclosure and cooperates with the Disclosing Party in limiting the disclosure required. (c) made by the Receiving Party to the a governmental or regulatory authority as required to conduct clinical trials or obtain or maintain marketing regulatory approval for products or services that are the Product, provided that reasonable effort will be taken subject of licenses granted to ensure confidential treatment of such informationthe Receiving Party under this Agreement; (dc) made by the Receiving Party to a Third Person Party as may be necessary or useful in connection with the manufacture, development and commercialization of any products or services that are the Product or Compound, provided that subject of licenses granted to the Receiving Party will in each case obtain from the proposed Third Person recipient a written confidentiality agreement containing confidentiality and non-use obligations no less onerous than those set forth in under this Agreement; (e) made by , in connection with financing activities of the Receiving Party, or in connection with the transfer or sale of all or substantially all of the business of the Receiving Party to which this Agreement relates to a United States Third Party, whether by merger, sale of stock, sale or foreign tax authority; (f) made by the Receiving Party to its representativestransfer of assets or otherwise; provided, however, that: (i) each such representative has Third Party has, in the reasonable determination of the Receiving Party, a need to know such Confidential Information for purposes of and is bound by an agreement containing confidentiality and non-use obligations no less protective than those set forth in this Agreement, Agreement in any material respect; (ii) the Receiving Party informs each representative Third Party receiving Confidential Information of its confidential nature, ; and (iii) the Receiving Party will be responsible for any breach of this Article 7 6 by any of its representatives such Third Parties to the same extent as if the breach were by the Receiving Party; (g) made by a Receiving Party or any representative of the Receiving Party in the filing or publication of patents or patent applications relating to Licensed Patents, or any invention relating to a Compound or Product, to the extent such disclosure in the filing or publication of the patent or patent application is reasonably necessary for support of the patent or patent application; (hd) made by a Receiving Party in order to comply with applicable securities law disclosure requirementsrequirement or any disclosure requirements of any applicable stock market or securities exchange; or (e) made by Novan pursuant to the UNC Agreement.

Limited Disclosure Permitted. Each Party may disclose Confidential Information of the Disclosing Party to the extent that such disclosure is: (a) made required by applicable laws, in response the opinion of legal counsel to a valid order or subpoena of a court of competent jurisdiction or other governmental body of a country or any political subdivision thereof of competent jurisdictionthe Receiving Party; provided, however, that the Receiving Party will first have given reasonable notice to the Disclosing Party (if practicable) and given the Disclosing Party a reasonable opportunity to quash such order or subpoena and to obtain a protective order or confidential treatment requiring that the Confidential Information and documents that are the subject of such order or subpoena thereof be held in confidence by such court or governmental body the recipient or, if disclosed, be used only for purposes for which the order or subpoena was issuedrequired by such law; provided further, however, that if a disclosure order or subpoena is not quashed or a protective order is not obtained, the Confidential Information so disclosed in response to such court or governmental order or subpoena will be limited to that information that is legally required to be disclosed in such response to such court or governmental order or subpoenaby applicable laws; (b) otherwise required by law, in the opinion of legal counsel to the Receiving Party, provided that the Receiving Party shall advise the Disclosing Party in advance of any such disclosure and cooperates with the Disclosing Party in limiting the disclosure required. (c) made by the Receiving Party to the a governmental or regulatory authority as required to conduct clinical trials or obtain or maintain marketing regulatory approval for products or services that are the Product, provided that reasonable effort will be taken subject of licenses granted to ensure confidential treatment of such informationthe Receiving Party under this Agreement; (dc) made by the Receiving Party to a Third Person Party as may be necessary or useful in connection with the manufacture, development and commercialization of any products or services that are the Product or Compound, provided that subject of licenses granted to the Receiving Party will in each case obtain from the proposed Third Person recipient a written confidentiality agreement containing confidentiality and non-use obligations no less onerous than those set forth in under this Agreement; (e) made by , in connection with financing activities of the Receiving Party, or in connection with the transfer or sale of all or substantially all of the business of the Receiving Party to which this Agreement relates to a United States Third Party, whether by merger, sale of stock, sale or foreign tax authority; (f) made by the Receiving Party to its representativestransfer of assets or otherwise; provided, however, that: (i) each such representative has Third Party has, in the reasonable determination of the Receiving Party, a need to know such Confidential Information for purposes of and is bound by an agreement containing confidentiality and non-use obligations no less protective than those set forth in this Agreement, Agreement in any material respect; (ii) the Receiving Party informs each representative Third Party receiving Confidential Information of its confidential nature, ; and (iii) the Receiving Party will be responsible for any breach of this Article 7 by any of its representatives such Third Parties to the same extent as if the breach were by the Receiving Party;; or (g) made by a Receiving Party or any representative of the Receiving Party in the filing or publication of patents or patent applications relating to Licensed Patents, or any invention relating to a Compound or Product, to the extent such disclosure in the filing or publication of the patent or patent application is reasonably necessary for support of the patent or patent application; (hd) made by a Receiving Party in order to comply with applicable securities law disclosure requirementsrequirement or any disclosure requirements of any applicable stock market or securities exchange.

Limited Disclosure Permitted. Each Party may disclose Confidential Information of the Disclosing Party to the extent that such disclosure is: (a) made required by applicable laws, in response the opinion of legal counsel to a valid order or subpoena of a court of competent jurisdiction or other governmental body of a country or any political subdivision thereof of competent jurisdictionthe Receiving Party; provided, however, that the Receiving Party will first have given reasonable notice to the Disclosing Party (if practicable) and given the Disclosing Party a reasonable opportunity to quash such order or subpoena and to obtain a protective order or confidential treatment requiring that the Confidential Information and documents that are the subject of such order or subpoena thereof be held in confidence by such court or governmental body the recipient or, if disclosed, be used only for purposes for which the order or subpoena was issuedrequired by such law; provided further, however, that if a disclosure order or subpoena is not quashed or a protective order is not obtained, the Confidential Information so disclosed in response to such court or governmental order or subpoena will be limited to that information that is legally required to be disclosed in such response to such court or governmental order or subpoenaby applicable laws; (b) otherwise required by law, in the opinion of legal counsel to the Receiving Party, provided that the Receiving Party shall advise the Disclosing Party in advance of any such disclosure and cooperates with the Disclosing Party in limiting the disclosure required. (c) made by the Receiving Party to the a governmental or regulatory authority as required to conduct clinical trials or obtain or maintain marketing regulatory approval for products or services that are the Product, provided that reasonable effort will be taken subject of licenses granted to ensure confidential treatment of such informationthe Receiving Party under this Agreement; (dc) made by the Receiving Party to a Third Person Party as may be necessary or useful in connection with the manufacture, development and commercialization of any products or services that are the Product or Compound, provided that subject of licenses granted to the Receiving Party will in each case obtain from the proposed Third Person recipient a written confidentiality agreement containing confidentiality and non-use obligations no less onerous than those set forth in under this Agreement; (e) made by , in connection with financing activities of the Receiving Party, or in connection with the transfer or sale of all or substantially all of the business of the Receiving Party to which this Agreement relates to a United States Third Party, whether by merger, sale of stock, sale or foreign tax authority; (f) made by the Receiving Party to its representativestransfer of assets or otherwise; provided, however, that: (i) each such representative has Third Party has, in the reasonable determination of the Receiving Party, a need to know such Confidential Information for purposes of and is bound by an agreement containing confidentiality and non-use obligations no less protective than those set forth in this Agreement, Agreement in any material respect; (ii) the Receiving Party informs each representative Third Party receiving Confidential Information of its confidential nature, ; and (iii) the Receiving Party will be responsible for any breach of this Article 7 6 by any of its representatives such Third Parties to the same extent as if the breach were by the Receiving Party;; [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. (g) made by a Receiving Party or any representative of the Receiving Party in the filing or publication of patents or patent applications relating to Licensed Patents, or any invention relating to a Compound or Product, to the extent such disclosure in the filing or publication of the patent or patent application is reasonably necessary for support of the patent or patent application; (hd) made by a Receiving Party in order to comply with applicable securities law disclosure requirementsrequirement or any disclosure requirements of any applicable stock market or securities exchange; or (e) made by Novan pursuant to the UNC Agreement.

Limited Disclosure Permitted. Each Receiving Party may disclose specific Confidential Information of the Disclosing Party to the extent that such disclosure is: (a) made in response to a valid order or subpoena of a court of competent jurisdiction or other governmental body of a country or any political subdivision thereof of competent jurisdiction; provided, however, that the Receiving Party will first have given reasonable notice to the Disclosing Party (if practicable) and given the Disclosing Party a reasonable opportunity to quash such order or subpoena and to obtain a protective order requiring that the Confidential Information and documents that are the subject of such order or subpoena be held in confidence by such court or governmental body or, if disclosed, be used only for purposes for which the order or subpoena was issued; provided further, however, that if a disclosure order or subpoena is not quashed or a protective order is not obtained, the Confidential Information disclosed in response to such court or governmental order or subpoena will be limited to that information that is legally required to be disclosed in such response to such court or governmental order or subpoena; (b) otherwise required by law, in the opinion of legal counsel to the Receiving Party; provided, provided however, that the Receiving Party shall advise will first have given reasonable notice to the Disclosing Party in advance of any such disclosure (if practicable) and cooperates with given the Disclosing Party a reasonable opportunity to obtain a protective order or confidential treatment requiring that the Confidential Information and documents that are the subject thereof be held in limiting confidence by the disclosure requiredrecipient or, if disclosed, be used only for purposes required by such law; provided further, however, that if a protective order is not obtained, the Confidential Information so disclosed will be limited to that information that is legally required to be disclosed as required by applicable law. (c) made by the Receiving Party to the governmental or regulatory authority authority, including FDA, as required to conduct Clinical Trials or obtain or maintain marketing approval for the Licensed Product, provided that reasonable effort will be taken to ensure confidential treatment of such information; (d) made by the Receiving Party to a Third Person as may be necessary or useful in connection with the manufacture, development and commercialization of the Licensed Product or Compoundas contemplated under this Agreement, provided that the Receiving Party will in each case obtain from the proposed Third Person recipient a written confidentiality agreement containing confidentiality and non-use obligations no less onerous protective than those set forth in this Agreement; (e) made by the Receiving Party to a United States or foreign tax authority; (f) made by the Receiving Party to its representativesrepresentatives or to Third Persons in connection with financing or strategic activities (such as acquisition, mergers or alliances) of the Receiving Party; provided, however, that: (i) each such representative or Third Person has a need to know such Confidential Information for purposes of this AgreementAgreement or such activities and has an obligation to maintain the confidentiality of such information, (ii) the Receiving Party informs each representative or Third Person receiving Confidential Information of its confidential nature, and (iii) the Receiving Party will be responsible for any breach of this Article 7 by any of its representatives or such Third Persons to the same extent as if the breach were by the Receiving Party; (g) made by a Receiving Party or any representative of the Receiving Party in the filing or publication of patents or patent applications relating to Licensed Lilly Patents, Lilly Know-How, Magen Technology or any invention relating to a Compound the Licensed Compounds or ProductLicensed Products, to the extent such disclosure in the filing or publication of the patent or patent application is reasonably necessary for support of the patent or patent application; (h) made by a Receiving Party in order to comply with applicable securities law disclosure requirementsrequirement or any disclosure requirements of any applicable stock market or securities exchange.

Limited Disclosure Permitted. Each Receiving Party may disclose specific Confidential Information of the Disclosing Party to the extent that such disclosure is: (a) made in response to a valid order or subpoena of a court of competent jurisdiction or other governmental body of a country or any political subdivision thereof of competent jurisdiction; provided, however, that the Receiving Party will first have given reasonable notice to the Disclosing Party (if practicable) and given the Disclosing Party a reasonable opportunity to quash such order or subpoena and to obtain a protective order requiring that the Confidential Information and documents that are the subject of such order or subpoena be held in confidence by such court or governmental body or, if disclosed, be used only for purposes for which the order or subpoena was issued; provided further, however, that if a disclosure order or subpoena is not quashed or a protective order is not obtained, the Confidential Information disclosed in response to such court or governmental order or subpoena will be limited to that information that is legally required to be disclosed in such response to such court or governmental order or subpoena; (b) otherwise required by law, in the opinion of legal counsel to the Receiving Party; provided, provided however, that the Receiving Party shall advise will first have given reasonable notice to the Disclosing Party in advance of any such disclosure (if practicable) and cooperates with given the Disclosing Party a reasonable opportunity to obtain a protective order or confidential treatment requiring that the Confidential Information and documents that are the subject thereof be held in limiting confidence by the disclosure requiredrecipient or, if disclosed, be used only for purposes required by such law; provided further, however, that if a protective order is not obtained, the Confidential Information so disclosed will be limited to that information that is legally required to be disclosed as required by applicable law. (c) made by the Receiving Party to the governmental or regulatory authority authority, including FDA, as required to conduct Clinical Trials or obtain or maintain marketing approval for the Licensed Product, provided that reasonable effort will be taken to ensure confidential treatment of such information; (d) made by the Receiving Party to a Third Person as may be necessary or useful in connection with the manufacture, development and commercialization of the Licensed Product or Compoundas contemplated under this Agreement, provided that the Receiving Party will in each case obtain from the proposed Third Person recipient a written confidentiality agreement containing confidentiality and non-use obligations no less onerous protective than those set forth in this Agreement; (e) made by the Receiving Party to a United States or foreign tax authority; (f) made by the Receiving Party to its representativesrepresentatives or to Third Persons in connection with financing or strategic activities (such as acquisition, mergers or alliances) of the Receiving Party; provided, however, that: (i) each such representative or Third Person has a need to know such Confidential Information for purposes of this AgreementAgreement or such activites and has an obligation to maintain the confidentiality of such information, (ii) the Receiving Party informs each representative or Third Person receiving Confidential Information of its confidential nature, and (iii) the Receiving Party will be responsible for any breach of this Article 7 by any of its representatives or such Third Persons to the same extent as if the breach were by the Receiving Party; (g) made by a Receiving Party or any representative of the Receiving Party in the filing or publication of patents or patent applications relating to Licensed Lilly Patents, Lilly Know-How, Magen Technology or any invention relating to a Compound the Licensed Compounds or ProductLicensed Products, to the extent such disclosure in the filing or publication of the patent or patent application is reasonably necessary for support of the patent or patent application; (h) made by a Receiving Party in order to comply with applicable securities law disclosure requirementsrequirement or any disclosure requirements of any applicable stock market or securities exchange.

Limited Disclosure Permitted. Each Party may disclose Confidential Information to the extent that such disclosure is:: *** Confidential Treatment Requested (a) made in response to a valid order or subpoena of a court of competent jurisdiction or other governmental body of a country or any political subdivision thereof of competent jurisdiction; provided, however, that the Receiving Party will first have given reasonable notice to the Disclosing Party (if practicable) and given the Disclosing Party a reasonable opportunity to quash such order or subpoena and to obtain a protective order requiring that the Confidential Information and documents that are the subject of such order or subpoena be held in confidence by such court or governmental body or, if disclosed, be used only for purposes for which the order or subpoena was issued; provided further, however, that if a disclosure order or subpoena is not quashed or a protective order is not obtained, the Confidential Information disclosed in response to such court or governmental order or subpoena will be limited to that information that is legally required to be disclosed in such response to such court or governmental order or subpoena; (b) otherwise required by law, in the opinion of legal counsel to the Receiving Party; provided, provided however, that the Receiving Party shall advise will first have given reasonable notice to the Disclosing Party in advance of any such disclosure (if practicable) and cooperates with given the Disclosing Party a reasonable opportunity to obtain a protective order or confidential treatment requiring that the Confidential Information and documents that are the subject thereof be held in limiting confidence by the disclosure requiredrecipient or, if disclosed, be used only for purposes required by such law; provided further, however, that if a protective order is not obtained, the Confidential Information so disclosed will be limited to that information that is legally required to be disclosed as required by applicable law. (c) made by the Receiving Party to the governmental or regulatory authority authority, including FDA, as required to conduct Clinical Trials or obtain or maintain marketing approval for the Product, provided that reasonable effort will be taken to ensure confidential treatment of such information; (d) made by the Receiving Party to a Third Person as may be necessary or useful in connection with the manufacture, development and commercialization of the Product or CompoundProduct, provided that the Receiving Party will in each case obtain from the proposed Third Person recipient a written confidentiality agreement containing confidentiality and non-use obligations no less onerous protective than those set forth in this Agreement; (e) made by the Receiving Party to a United States or foreign tax authority; (f) made by the Receiving Party to its representatives; provided, however, that: (i) each such representative has a need to know such Confidential Information for purposes of this Agreement, (ii) the Receiving Party informs each representative receiving Confidential Information of its confidential nature, and (iii) the Receiving Party will be responsible for any breach of this Article 7 by any of its representatives to the same extent as if the breach were by the Receiving Party; (g) made by a Receiving Party or any representative of the Receiving Party in the filing or publication of patents or patent applications relating to Licensed Patents, Lilly Know-How, Neurogenetics Technology or any invention relating to a the Compound or Product, to the extent such disclosure in the filing or publication of the patent or patent application is reasonably necessary for support of the patent or patent application; (hg) made by a Receiving Party in order to comply with applicable securities law disclosure requirementsrequirement or any disclosure requirements of any applicable stock market or securities exchange; or (h) made by the Receiving Party to its representatives or to Third Persons in connection with financing activities of the Receiving Party; provided, however, that: (i) each such representative or Third Person has a need to know such Confidential Information for purposes of this Agreement and has an obligation to maintain the confidentiality of such information, (ii) the Receiving Party informs each representative or Third Person receiving Confidential Information of its confidential nature, and (iii) the Receiving Party will be responsible for any breach of this Article 7 by any of its representatives or such Third Persons to the same extent as if the breach were by the Receiving Party.