Common use of Nondisclosure Obligation Clause in Contracts

Nondisclosure Obligation. Each of Almac and Paratek shall use only in accordance with this Agreement and shall not disclose to any Third Party the Confidential Information received by it from the other Party pursuant to this Agreement, without the prior written consent of the other Party. The foregoing obligations shall survive for a period of [* * *] after the termination or expiration of this Agreement. These obligations shall not apply to Confidential Information that: (i) is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by business records; (ii) is at the time of disclosure or thereafter becomes published or otherwise part of the public domain without breach of this Agreement by the receiving Party; (iii) is subsequently disclosed to the receiving Party by a Third Party who has the right to make such disclosure; (iv) is developed by the receiving Party independently of the Confidential Information received from the disclosing Party and such independent development can be documented by the receiving Party; or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Party, provided that notice is promptly delivered to the other Party in order to provide an opportunity to seek a protective order or other similar order with respect to such Confidential Information and thereafter the disclosing Party discloses to the requesting entity only the minimum Confidential Information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.

Nondisclosure Obligation. Each of Almac Horizon and Paratek AHP shall use only in accordance with this Agreement and shall not disclose to any Third Party the Confidential Information any information including, without limitation, Know-How, received by it from the other Party pursuant to this Agreement(the "Information"), without the prior written consent of the other Party. The foregoing obligations shall survive the expiration or earlier termination of the last of the Transaction Agreements to so expire or to be so terminated for a period of [* * *] after the termination or expiration of this Agreementfive (5) years. These obligations shall not apply to Confidential Information that: (i) is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by business records; (ii) is at the time of disclosure or thereafter becomes published or otherwise part of the public domain without breach of this Agreement by the receiving Party; (iii) is subsequently disclosed to the receiving Party by a Third Party who has the right to make such disclosure; (iv) is developed by the receiving Party independently of the Confidential Information received from the disclosing Party and such independent development can be documented by the receiving Party; , or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Party, provided that notice is promptly delivered to the other Party in order to provide an opportunity to seek a protective order or other similar order with respect to such Confidential Information and thereafter the disclosing Party discloses to the requesting entity only the minimum Confidential Information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.

Nondisclosure Obligation. Each of Almac Both Buyer and Paratek Wyeth shall use only in accordance with this Agreement and shall not disclose to any Third Party the any Confidential Information received by it from the other Party pursuant to this Agreement, without the prior written consent of the other Party. The foregoing obligations shall survive for a period of [* * *] five (5) years after the termination or expiration of this Agreement. These obligations shall not apply to Confidential Information that: (i) is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by business records; (ii) is at the time of disclosure or thereafter becomes published or otherwise part of the public domain without breach of this Agreement by the receiving Party; (iii) is subsequently disclosed to the receiving Party by a Third Party who to the knowledge of the receiving party has the right to make such disclosure; (iv) is developed by the receiving Party independently of the Confidential Information received from the disclosing Party and such independent development can be documented by the receiving Party; or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Party, provided that notice is promptly delivered to the other Party in order to provide an opportunity opportunity, if practicable, to seek a protective order or other similar order with respect to such Confidential Information and thereafter the disclosing Party discloses to the requesting entity only the minimum Confidential Information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.

Nondisclosure Obligation. Each of Almac ULURU and Paratek DEXO shall use only in accordance with this Agreement and shall not disclose to any Third Party the Confidential Information received by it from the other Party pursuant to this Agreement, without the prior written consent of the other Party. The foregoing obligations shall survive for a period of [* * *] five (5) years after the termination or expiration of this Agreement. These obligations shall not apply to Confidential Information that: : (ia) is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by business records; ; (iib) is at the time of disclosure or thereafter becomes published or otherwise part of the public domain without breach of this Agreement by the receiving Party; ; (iiic) is subsequently disclosed to the receiving Party by a Third Party who has the right to make such disclosure; ; (ivd) is developed by the receiving Party independently of the Confidential Information received from the disclosing Party and such independent development can be documented by the receiving Party; or or (ve) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Party, provided that notice is promptly delivered to the other Party in order to provide an opportunity to seek a protective order or other similar order with respect to such Confidential Information and thereafter the disclosing Party discloses to the requesting entity only the minimum Confidential Information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.

Nondisclosure Obligation. Each of Almac Horizon and Paratek AHP shall use only in accordance with this Agreement and shall not disclose to any Third Party the Confidential Information any information including, without limitation, Know-How, received by it from the other Party pursuant to this Agreement(the "Information"), without the prior written consent of the other Party. The foregoing obligations shall survive the expiration or earlier termination of the last of the Transaction Agreements to so expire or to be so terminated for a period of [* * *] after the termination or expiration of this Agreementfive (5) years. These obligations shall not apply to Confidential Information that: (i) is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by business records; (ii) is at the time of disclosure or thereafter becomes published or otherwise part of the public domain without breach of this Agreement by the receiving Party; (iii) is subsequently disclosed to the receiving Party by a Third Party who has the right to make such disclosure; (iv) is developed by the receiving Party independently of the Confidential Information received from the disclosing Party and such independent development can be documented by the receiving Party; or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Party, provided that notice is promptly delivered to the other Party in order to provide an opportunity to seek a protective order or other similar order with respect to such Confidential Information and thereafter the disclosing Party discloses to the requesting entity only the minimum Confidential Information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.

Nondisclosure Obligation. Each of Almac ULURU and Paratek ALTRAZEAL shall use only in accordance with this Agreement and shall not disclose to any Third Party the Confidential Information received by it from the other Party pursuant to this Agreement, without the prior written consent of the other Party. The foregoing obligations shall survive for a period of [* * *] five (5) years after the termination or expiration of this Agreement. These obligations shall not apply to Confidential Information that: : (ia) is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by business records; ; (iib) is at the time of disclosure or thereafter becomes published or otherwise part of the public domain without breach of this Agreement by the receiving Party; ; (iiic) is subsequently disclosed to the receiving Party by a Third Party who has the right to make such disclosure; ; (ivd) is developed by the receiving Party independently of the Confidential Information received from the disclosing Party and such independent development can be documented by the receiving Party; or or (ve) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Party, provided that notice is promptly delivered to the other Party in order to provide an opportunity to seek a protective order or other similar order with respect to such Confidential Information and thereafter the disclosing Party discloses to the requesting entity only the minimum Confidential Information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.

Nondisclosure Obligation. Each of Almac ACCESS and Paratek DISCUS shall use only in accordance with this Agreement and shall not disclose to any Third Party the Confidential Information received by it from the other Party pursuant to this Agreement, without the prior written consent of the other Party. The foregoing obligations shall survive for a period of [* * *] five (5) years after the termination or expiration of this Agreement. These obligations shall not apply to Confidential Information that: : (ia) is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by business records; ; (iib) is at the time of disclosure or thereafter becomes published or otherwise part of the public domain without breach of this Agreement by the receiving Party; ; (iiic) is subsequently disclosed to the receiving Party by a Third Party who has the right to make such disclosure; ; (ivd) is developed by the receiving Party independently of the Confidential Information received from the disclosing Party and such independent development can be documented by the receiving Party; or or (ve) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Party, provided that notice is promptly delivered to the other Party in order to provide an opportunity to seek a protective order or other similar order with respect to such Confidential Information and thereafter the disclosing Party discloses to the requesting entity only the minimum Confidential Information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.

Nondisclosure Obligation. Each of Almac ULURU and Paratek MELMED HOLDING shall use only in accordance with this Agreement and shall not disclose to any Third Party the Confidential Information received by it from the other Party pursuant to this Agreement, without the prior written consent of the other Party. The foregoing obligations shall survive for a period of [* * *] five (5) years after the termination or expiration of this Agreement. These obligations shall not apply to Confidential Information that: : (ia) is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by business records; ; (iib) is at the time of disclosure or thereafter becomes published or otherwise part of the public domain without breach of this Agreement by the receiving Party; ; (iiic) is subsequently disclosed to the receiving Party by a Third Party who has the right to make such disclosure; ; (ivd) is developed by the receiving Party independently of the Confidential Information received from the disclosing Party and such independent development can be documented by the receiving Party; or or (ve) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Party, provided that notice is promptly delivered to the other Party in order to provide an opportunity to seek a protective order or other similar order with respect to such Confidential Information and thereafter the disclosing Party discloses to the requesting entity only the minimum Confidential Information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.

Nondisclosure Obligation. Each of Almac ULURU and Paratek ORADISC shall use only in accordance with this Agreement and shall not disclose to any Third Party the Confidential Information received by it from the other Party pursuant to this Agreement, without the prior written consent of the other Party. The foregoing obligations shall survive for a period of [* * *] five (5) years after the termination or expiration of this Agreement. These obligations shall not apply to Confidential Information that: : (ia) is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by business records; ; (iib) is at the time of disclosure or thereafter becomes published or otherwise part of the public domain without breach of this Agreement by the receiving Party; ; (iiic) is subsequently disclosed to the receiving Party by a Third Party who has the right to make such disclosure; ; (ivd) is developed by the receiving Party independently of the Confidential Information received from the disclosing Party and such independent development can be documented by the receiving Party; or or (ve) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Party, provided that notice is promptly delivered to the other Party in order to provide an opportunity to seek a protective order or other similar order with respect to such Confidential Information and thereafter the disclosing Party discloses to the requesting entity only the minimum Confidential Information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.

Nondisclosure Obligation. Each of Almac Cerecor and Paratek Licensee shall use any Proprietary Information received by it from the other Party or from Merck only in accordance with this Agreement and shall not disclose to any Third Party the Confidential any such Proprietary Information received by it from the other Party pursuant to this Agreement, without the prior written consent of the other Party. The foregoing obligations shall survive the expiration or termination of this Agreement for a period of [* * ***] after the termination or expiration of this Agreementyears. These obligations shall not apply to Confidential Proprietary Information that: (i) is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by business the receiving Party’s written records; (ii) is at the time of disclosure disclosure, or thereafter becomes becomes, published or otherwise part of the public domain without breach of the obligations of confidentiality under this Agreement by the receiving Party; (iii) is subsequently disclosed to the receiving Party by a Third Party who has the right to make such disclosure, as documented by the receiving Party’s written records; (iv) is independently developed by the receiving Party independently or its Affiliates and without the aid, use or application of any of the Confidential Information received from the disclosing Party Party’s Proprietary Information, and such independent development can be documented by the receiving Party’s written records; or (v) is required to be disclosed by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Partydisclosed, provided that notice is promptly delivered to the other Party in order to provide an opportunity to seek a protective order or other similar order with respect to such Confidential Proprietary Information and thereafter the disclosing receiving Party discloses to the requesting entity only the minimum Confidential Information information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.

Nondisclosure Obligation. Each of Almac MEDA and Paratek ULURU shall use only in accordance with this Agreement and shall not disclose to any Third Party the Confidential Information received by it from the other Party pursuant to this Agreement, without the prior written consent of the other Party. The foregoing obligations shall survive for a period of [* * *] five (5) years after the termination or expiration of this Agreement. These obligations shall not apply to Confidential Information that: : (ia) is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by business records; ; (iib) is at the time of disclosure or thereafter becomes published or otherwise part of the public domain without breach of this Agreement by the receiving Party; ; (iiic) is subsequently disclosed to the receiving Party by a Third Party who has the right to make such disclosure; ; (ivd) is developed by the receiving Party independently of the Confidential Information received from the disclosing Party and such independent development can be documented by the receiving Party; or or (ve) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Party, provided that notice is promptly delivered to the other Party in order to provide an opportunity to seek a protective order or other similar order with respect to such Confidential Information and thereafter the disclosing Party discloses to the requesting entity only the minimum Confidential Information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.

Nondisclosure Obligation. Each of Almac NOVADAQ and Paratek shall AKORN agree to use any information received by it from the other Party (the "Information") only in accordance with this Agreement and shall not to disclose Information to any Third Party the Confidential Information received by it from the other Party pursuant to this AgreementParty, without the prior written consent of the other Party. The foregoing obligations shall survive , for a period of [* * *] after five (5) years from the termination or expiration of this Agreement. These obligations shall not apply to Confidential Information that: (ia) is Is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by the receiving Party's business records; (iib) is Is at the time of disclosure or thereafter becomes published or otherwise part of the public domain without breach of this Agreement by the receiving Party; (iiic) is Is subsequently disclosed to the receiving Party by a Third Party who has the right to make such disclosure; (ivd) is Is developed by the receiving Party independently of the Confidential Information received from the disclosing Party and such independent development can be documented by the receiving Party; or (ve) is Is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Party, provided that notice is promptly delivered to the other Party in order to provide an opportunity to seek a protective order or other similar order with respect to such Confidential Information and thereafter the disclosing Party discloses to the requesting entity only the minimum Confidential Information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.

Nondisclosure Obligation. Each of Almac Apollo and Paratek AHPC shall use only in accordance with this Agreement and shall not disclose to any Third Party the Confidential Information any information including, without limitation, Know-How, received by it from the other Party pursuant to this Agreement(the "Information"), without the prior written consent of the other Party. The foregoing obligations shall survive the expiration or earlier termination of this Agreement for a period of [[ * CON * *] after the termination or expiration of this Agreement([ * CON * ]) years. These obligations shall not apply to Confidential Information that: (i) is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by business records; (ii) is at the time of disclosure or thereafter becomes published or otherwise part of the public domain without breach of this Agreement by the receiving Party; (iii) is subsequently disclosed to the receiving Party by a Third Party who has the right to make such disclosure; (iv) is developed by the receiving Party independently of the Confidential Information received from the disclosing Party and such independent development can be documented by the receiving Party; or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Party, provided PROVIDED that notice is promptly delivered to the other Party in order to provide an opportunity to seek a protective order or other similar order with respect to such Confidential Information and thereafter the disclosing Party discloses to the requesting entity only the minimum Confidential Information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.

Nondisclosure Obligation. Each of Almac ACCESS and Paratek WYETH shall use only in accordance with this Agreement and shall not disclose to any Third Party the Confidential Information received by it from the other Party pursuant to this Agreement, without the prior written consent of the other Party. The foregoing obligations shall survive for a period of [* * *] five (5) years after the termination or expiration of this Agreement. These obligations shall not apply to Confidential Information that: : (ia) is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by business records; ; (iib) is at the time of disclosure or thereafter becomes published or otherwise part of the public domain without breach of this Agreement by the receiving Party; ; (iiic) is subsequently disclosed to the receiving Party by a Third Party who has the right to make such disclosure; ; (ivd) is developed by the receiving Party independently of the Confidential Information received from the disclosing Party and such independent development can be documented by the receiving Party; or or (ve) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Party, provided that notice is promptly delivered to the other Party in order to provide an opportunity to seek a protective order or other similar order with respect to such Confidential Information and thereafter the disclosing Party discloses to the requesting entity only the minimum Confidential Information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.

Nondisclosure Obligation. Each of Almac Horizon and Paratek AHP shall use only in accordance with this Agreement and shall not disclose to any Third Party the Confidential Information any information including, without limitation, Know-How, received by it from the other Party pursuant to this Agreement(the "Information"), without the prior written consent of the other Party. The foregoing obligations shall survive the expiration or earlier termination of the last of the Transaction Agreements to so expire or to be so terminated for a period of [* * *] after the termination or expiration of this Agreementfive (5) years. These obligations shall not apply to Confidential Information that: (i) is known by the receiving Party at the time of its receipt, and not through a prior disclosure by the disclosing Party, as documented by business records; (ii) is at the time of disclosure or thereafter becomes published or otherwise part of the public domain without breach of this Agreement by the receiving Party; (iii) is subsequently disclosed to the receiving Party by a Third Party who has the right to make such disclosure; (iv) is developed by the receiving Party independently of the Confidential Information received from the disclosing Party and such independent development can be documented by the receiving Party; or (v) is required by law, regulation, rule, act or order of any governmental authority or agency to be disclosed by a Party, provided that notice is promptly delivered to the other Party in order to provide an opportunity to seek a protective order or other similar order with respect to such Confidential Information and thereafter the disclosing Party discloses to the requesting entity only the minimum Confidential Information required to be disclosed in order to comply with the request, whether or not a protective order or other similar order is obtained by the other Party.. 22 [***] - CONFIDENTIAL TREATMENT REQUESTED