Common use of Permitted Circumstances Clause in Contracts

Permitted Circumstances. Notwithstanding the obligations set forth in Section 11.1 (Duty of Confidence) and Section 11.6 (Publication and Listing of Clinical Trials), a Party may disclose the other Party’s Confidential Information (including this Agreement and the terms herein) to the extent such disclosure is reasonably necessary in the following situations: (a) (i) the Patent Prosecution, enforcement, and defense of Blueprint Patent Rights, Joint Collaboration Patent Rights, or Zai Collaboration Patent Rights, in each case, as contemplated by this Agreement; or (ii) regulatory filings and other filings with Governmental Authorities (including Regulatory Authorities), as necessary or reasonably useful for the Exploitation of a Licensed Product; (b) disclosure of this Agreement, its terms, and the status and results of Exploitation of one or more Licensed Products to actual or bona fide [****] solely for the purpose of evaluating or carrying out an actual or potential investment, acquisition, (sub)license, debt transaction, or collaboration; provided that, in each such case, on the condition that such Persons are bound by obligations of confidentiality and non-use at least as stringent as those set forth Article 11 (Confidentiality; Publication) or otherwise customary for such type and scope of disclosure and that any such disclosure is limited to the maximum extent practicable for the particular context in which it is being disclosed; (c) such disclosure is required to comply with Applicable Law (whether generally or in pursuit of an application for listing of securities) including the United States Securities and Exchange Commission, the Stock Exchange of Hong Kong Limited, or equivalent foreign agency or regulatory body, or otherwise required by judicial or administrative process, provided that in each such event, as promptly as reasonably practicable and to the extent not prohibited by Applicable Law or judicial or administrative process, such Party will notify the other Party of such required disclosure and provide a draft of the disclosure to the other Party reasonably in advance of such filing or disclosure for the other Party’s review and comment. The non-disclosing Party will provide any comments as soon as practicable, and the disclosing Party will consider [****] comments provided by the non-disclosing Party; provided that [****]. Confidential Information that is disclosed in order to comply with Applicable Law or by judicial or administrative process pursuant to this Section 11.3.1(c), in each case, will remain otherwise subject to the confidentiality and non-use provisions of this Article 11 (Confidentiality; Publication) with respect to the Party disclosing such Confidential Information, and such Party will take all steps reasonably necessary, including seeking of confidential treatment or a protective order for a period of at least [****] (to the extent permitted by Applicable Law or Governmental Authority), to ensure the continued confidential treatment of such Confidential Information, and each Party will be responsible for its own legal and other external costs in connection with any such filing or disclosure pursuant to this Section 11.3.1(c) (Permitted Circumstances); (d) to prosecute or defend litigation [****]; (e) to present, disclose, and discuss general information about the existence of the Agreement and the general progress of the Licensed Products at investor press conferences or similar events; or (f) disclosure pursuant to Section 11.6 (Publication and Listing of Clinical Trials) and Section 11.7 (Publicity; Use of Name).

Permitted Circumstances. Notwithstanding the obligations set forth in Section 11.1 12.1 (Duty of Confidence) and Section 11.6 12.7 (Publication and Listing Publicity; Use of Clinical TrialsNames), a Party may disclose the other Party’s Confidential Information (including this Agreement and the terms herein) to the extent such disclosure is reasonably necessary in the following situations: (a) (i) solely to the Patent Prosecution, enforcement, and defense extent reasonably necessary for the Receiving Party’s prosecution or enforcement of Blueprint Fulcrum Patent Rights, Joint Collaboration Patent Rights, or Zai Collaboration Sanofi Patent Rights, in each case, as contemplated by this Agreement; provided that the Receiving Party will provide the Disclosing Party with at least [***] prior written notice of any such disclosure and take reasonable and lawful actions to avoid or minimize the degree of disclosure; (iib) regulatory filings to the extent related to this Agreement and necessary to submit Regulatory Submissions and other filings with Governmental Authorities (including Regulatory Authorities), as necessary or reasonably useful for the Exploitation of a the Licensed ProductProducts in accordance with the rights and obligations of the applicable Party under this Agreement; (bc) disclosure of this Agreement, its terms, and the status and results of Exploitation of one or more the Licensed Compounds and Licensed Products to actual or bona fide [****] potential investors, acquirors, (sub)licensees (including any counterparty to a Collaboration In-License), lenders, and other financial or commercial partners (including in connection with any royalty financing transaction), and their respective attorneys, accountants, banks, investors, and advisors, solely for the purpose of evaluating or carrying out an actual or potential investment, acquisition, (sub)license, debt transaction, or collaboration; provided that, in each such case, (i) with respect to actual or potential investors or financial partners (including in connection with any royalty financing transaction), the Receiving Party discloses the Agreement or its terms on an outside counsel-basis only or otherwise with the condition that prior written consent of the Disclosing Party, (ii) such Persons are bound by obligations of confidentiality and non-use use, or subject to professional ethical obligations of confidentiality, at least as stringent as those set forth Article 11 12 (Confidentiality; Publication) or otherwise ), except that the term of such obligation will be customary for such type recipient of Confidential Information, (iii) for clarity, the disclosure is subject to the other Party’s ability to review and redact business sensitive information under Section 12.4.2 (Confidential Treatment), (iv) the scope of disclosure and that any such disclosure is limited to the maximum extent practicable for the particular context in which it is being discloseddisclosed and (v) the Receiving Party remains responsible for any failure by any Person who receives Confidential Information from such Receiving Party pursuant to this Section 12.4.1(c) (Permitted Circumstances) to treat such Confidential Information as required under this Article 12 (Confidentiality); (cd) such disclosure is is, in the reasonable opinion of the Receiving Party’s legal counsel, required to comply with Applicable Law (whether generally or in pursuit of an application for listing of securities) including the United States Securities and Exchange Commission, the Stock Exchange of Hong Kong Limited, Commission or equivalent foreign agency or regulatory body, or otherwise required by judicial or administrative process, provided that in each such event, as promptly as reasonably practicable and to the extent not prohibited by Applicable Law or judicial or administrative process, such Party will notify the other Party of such required disclosure and provide a draft of the disclosure to the other Party reasonably in advance of such filing or disclosure for the other Party’s review and comment. The non-disclosing Party will provide any comments as soon as practicable, and the disclosing Party will reasonably consider [****] in good faith any timely comments provided by the non-disclosing Party; provided that [****]. Confidential Information that is disclosed in order to comply with Applicable Law or by judicial or administrative process pursuant to this Section 11.3.1(c12.4.1(d) (Permitted Circumstances), in each case, will remain otherwise subject to the confidentiality and non-use provisions of this Article 11 12 (Confidentiality; Publication) with respect to the Party disclosing such Confidential Information, and such Party will take all steps reasonably necessary, including seeking of confidential treatment or a protective order for a period of at least [****] (to the extent permitted by Applicable Law or Governmental Authority), to ensure the continued confidential treatment of such Confidential Information, and each Party will be responsible for its own legal and other external costs in connection with any such filing or disclosure pursuant to this Section 11.3.1(c12.4.1(d) (Permitted Circumstances); (de) during the term of the GSK License Agreement, disclosure to prosecute or defend litigation GSK of (1) a copy of this Agreement and any amendments thereto, (2) those portions of Development reports and Royalty Reports related to Licensed Products and Licensed Compounds that are Covered by a Valid Claim of a GSK Patent Right that is included in the licenses granted to Sanofi under Section 2.1 (License Grant to Sanofi) and (3) results of any audits conducted with respect to Sanofi pursuant to Section 9.7.2 (Audit Rights); provided, in each case, that: (i) such information is provided to GSK as the Confidential Information of Fulcrum under the GSK License Agreement; (ii) Fulcrum redacts such documents to the maximum extent practicable to only the information required for GSK to determine Fulcrum’s compliance with the terms of the GSK License Agreement; (iii) at least [****]; ] in advance of such anticipated disclosure, Fulcrum shall permit Sanofi to review and comment upon such proposed redactions described in the foregoing clause (eii) and shall implement any additional redactions that Sanofi reasonably requests and which do not redact information that Fulcrum is required to present, disclose, and discuss general information about provide to GSK for GSK to determine Fulcrum’s compliance with the existence terms of the Agreement GSK License Agreement; and the general progress of the Licensed Products at investor press conferences or similar events(iv) Fulcrum will remain responsible for any failure by GSK to treat such Confidential Information as required under this Article 12 (Confidentiality); or (f) disclosure pursuant to Section 11.6 12.6 (Publication and Listing of Clinical Trials) and Section 11.7 12.7 (Publicity; Use of Name).

Permitted Circumstances. Notwithstanding the obligations set forth in Section 11.1 9.1 (Duty of Confidence) and Section 11.6 9.6 (Publication and Listing of Clinical TrialsPublications), a Party may disclose the other Party’s Confidential Information (including this Agreement and the terms herein) to the extent such disclosure is reasonably necessary in the following situations: (a) (i) the Patent Prosecution, enforcement, and defense Prosecution of Blueprint BioCryst Patent Rights, Joint Collaboration Patent Rights, or Zai Collaboration Torii Patent Rights, in each case, as contemplated by this Agreement; or (ii) regulatory filings Regulatory Submission and other filings with Governmental Authorities (including Regulatory Authorities), as necessary or reasonably useful for the Exploitation of a Licensed ProductProduct in accordance with the rights and obligations of the applicable Party under this Agreement; (b) disclosure of this Agreement, its terms, and the status and results of Exploitation of one or more the Licensed Products Product to actual or bona fide [****] potential investors, acquirors, (sub)licensees, lenders, and other financial or commercial partners (including in connection with any royalty factoring transaction), and their respective attorneys, accountants, banks, investors, and advisors, solely for the purpose of evaluating or carrying out an actual or potential investment, acquisition, (sub)license, debt transaction, or collaboration; provided that, in each such case, on the condition that such Persons are bound by obligations of confidentiality and non-use at least as stringent as those set forth in Article 11 9 (Confidentiality; Publication) or otherwise customary for such type and scope of disclosure and disclosure; provided that any such disclosure is limited to the maximum extent practicable for the particular context in which it is being disclosed; (c) such disclosure is required to comply with Applicable Law (whether generally or in pursuit of an application for listing of securities) ), including the United States Securities and Exchange Commission, the Stock Exchange of Hong Kong Limited, Commission or equivalent foreign agency or regulatory body, or applicable stock exchange rules, including the Tokyo Stock Exchange rules, or otherwise required by judicial or administrative process, provided that in each such event, as promptly as reasonably practicable and to the extent not prohibited by Applicable Law or judicial or administrative process, such Party will notify the other Party of such required disclosure and provide a draft of the disclosure to the other Party reasonably in advance of such filing or disclosure for the other Party’s review and comment. The non-disclosing Party will provide any comments as soon as practicable, and the disclosing Party will consider [****] in good faith any timely comments provided by the non-disclosing Party; provided that [****]the disclosing Party may or may not accept such comments in its sole discretion. Confidential Information that is disclosed in order to comply with Applicable Law or by judicial or administrative process pursuant to this Section 11.3.1(c9.4.1(c) (Permitted Circumstances), in each case, will remain otherwise subject to the confidentiality and non-use provisions of this Article 11 9 (Confidentiality; Publication) with respect to the Party disclosing such Confidential Information, and such Party will take all steps reasonably necessary, including seeking of confidential treatment or a protective order for a period of at least [****] (to the extent permitted by Applicable Law or Governmental Authority), to ensure the continued confidential treatment of such Confidential Information, and each Party will be responsible for its own legal and other external costs in connection with any such filing or disclosure pursuant to this Section 11.3.1(c9.4.1(c) (Permitted Circumstances); (d) to prosecute or defend litigation [****]; (e) to present, disclose, and discuss general information about the existence of the Agreement and the general progress of the Licensed Products at investor press conferences or similar events; or (fd) disclosure pursuant to Section 11.6 9.6 (Publication and Listing of Clinical TrialsPublications) and Section 11.7 9.7 (Publicity; Use of Name).

Permitted Circumstances. Notwithstanding the obligations set forth in Section 11.1 13.1 (Duty of Confidence) and Section 11.6 (Publication and Listing of Clinical Trials), a Party may disclose the other Party’s Confidential Information (including this Agreement and only the specifically relevant terms herein) to the extent such disclosure is reasonably necessary in the following situations: (a) disclosure to comply with the terms of any agreement with any Third Party under which Akebia or its Affiliates in-licensed any Akebia Technology; (b) (i) the Patent Prosecution, enforcement, and defense patent prosecution or enforcement of Blueprint Akebia Patent Rights, Joint Collaboration Patent Rights, or Zai Collaboration Licensee Patent Rights, in each case, as contemplated by this Agreement; or (ii) in connection with regulatory filings and other filings with Governmental Authorities (including Regulatory Authorities), as necessary or reasonably useful for the Exploitation of a the Licensed Product; (bc) disclosure of this Agreement, its terms, and the status and results of Exploitation of one or more the Licensed Products Product to actual or bona fide [****] potential investors, acquirers, (sub)licensees, lenders, and other financial or commercial partners (including in connection with any royalty monetization transaction), and their respective attorneys, accountants, banks, investors, and advisors, solely for the purpose of evaluating or carrying out an actual or potential investment, acquisition, (sub)license, debt transaction, or collaboration; provided that, in each such case, on the condition that such Persons persons or entities are bound by obligations of confidentiality and non-use at least as stringent as those set forth in this Article 11 XIII (Confidentiality; Publication) or otherwise customary for such type and scope of disclosure and that any such disclosure is limited to the maximum extent practicable for the particular context in which it is being disclosed; (cd) such disclosure is required to comply with Applicable Law (whether generally or in pursuit of an application for listing of securities) including the United States Securities and Exchange Commission, the Stock Exchange of Hong Kong Limited, or equivalent foreign agency or regulatory body, or otherwise required by judicial or administrative process, provided that in each such event, as promptly as reasonably practicable and to the extent not prohibited by Applicable Law or judicial or administrative process, such Party will notify the other Party Party, unless a shorter time period is required by Applicable Law, no later than [**] in advance of such required disclosure and provide a draft of the disclosure to the other Party reasonably in advance of such filing or disclosure for the other Party’s review and comment. The non-disclosing Party will provide any comments as soon as practicable, and the disclosing Party will consider [****] any reasonable, timely comments provided by the non-disclosing Party; provided that [****]the disclosing Party may or may not accept such comments in its sole discretion. Confidential Information that is disclosed in order to comply with Applicable Law or by judicial or administrative process pursuant to this Section 11.3.1(c13.4.1(d) (Permitted Circumstances), in each case, will remain otherwise subject to the confidentiality and non-use provisions of this Article 11 XIII (Confidentiality; Publication) with respect to the Party disclosing such Confidential Information, and such Party will take all steps reasonably necessary, including seeking of confidential treatment or a protective order for a period of at least [****] 10 years (to the extent permitted by Applicable Law or Governmental Authority), to ensure the continued confidential treatment of such Confidential Information, and each Party will be responsible for its own legal and other external costs in connection with any such filing or disclosure pursuant to this Section 11.3.1(c13.4.1(d) (Permitted Circumstances); (d) to prosecute or defend litigation [****]; (e) to present, disclose, and discuss general information about the existence of the Agreement and the general progress of the Licensed Products at investor press conferences or similar events; or (fe) disclosure pursuant to Section 11.6 13.7 (Publications), and Section 13.8 (Publication and Listing of Clinical Trials) and Section 11.7 (Publicity; Use of Name).

Permitted Circumstances. Notwithstanding the obligations set forth in Section 11.1 (Duty of Confidence) and Section 11.6 (Publication and Listing of Clinical Trials), a Party may disclose the other Party’s Confidential Information (including the specifically relevant terms of this Agreement and the terms hereinAgreement) to the extent such disclosure is reasonably necessary in the following situations: : (a) (i) the Patent Prosecution, enforcement, and defense of Blueprint Patent Rights, Joint Collaboration Patent Rights, or Zai Collaboration Patent Rights, in each case, as contemplated by this Agreement; or (ii) regulatory filings connection with Regulatory Submissions and other filings with Governmental Authorities (including Regulatory Authorities), as necessary or reasonably useful for the Exploitation of a Licensed Product; ; (b) with prior notice to the other Party as permitted by Applicable Law, disclosure of this Agreement, its terms, and (i) the specifically relevant material terms of Agreement or (ii) the status and results of Exploitation of one or more Licensed Products Products, including the Development Reports and the contained therein, in each case ((i) and (ii)), to actual or bona fide [****] solely for the purpose of evaluating potential investors, investment bankers, acquirers, merger partners, and other potential or carrying out an actual or potential investmentbona fide financial partners, acquisitionlicensees, (sub)license, debt transactionsublicensees, or collaborationcollaborators; provided that, in each such case, on the condition that such Persons are bound by obligations of confidentiality and non-use or professional ethical obligations at least as stringent as those set forth Article 11 (Confidentiality; Publication) or otherwise customary for such type and scope of disclosure and that in this Agreement prior to any such disclosure, except that, where the disclosee is an investor, investment banker, or financial partner, such disclosee will only need to be bound by commercially reasonable obligations of confidentiality and non-use; (c) responding to a valid order of a court of competent jurisdiction or other competent authority; provided that the Receiving Party will, to the extent reasonably practicable under the circumstances, first have given to the Disclosing Party notice and reasonable opportunity to quash the order or to obtain a protective order requiring that the Confidential Information be held in confidence or used only for the purpose for which the order was issued or such disclosure was required by Applicable Law or such rules; and provided, further that if such order is not quashed or a protective order is not obtained, the Confidential Information disclosed will be limited to the maximum extent practicable for the particular context in which it information that is being disclosed; (c) such disclosure is legally required to comply with be disclosed; (d) making such disclosures as, in the opinion of the Receiving Party’s legal counsel, are required by Applicable Law (whether generally or in pursuit of an application for listing of securities) Law, including the United States rules of the U.S. Securities and Exchange Commission, the Stock Exchange of Hong Kong Limitedany foreign equivalent, or equivalent foreign agency any stock exchange on which the securities of the Disclosing Party (or regulatory bodyits parent entity) are listed (or to which an application for listing has been submitted); (e) in the case of Licensor, or otherwise required by judicial or administrative process, provided that in each such event, as promptly as reasonably practicable and disclosure to the extent not prohibited by Applicable Law reasonably necessary to perform its obligations under or judicial confirm its compliance with the AZ License; or administrative process, such Party will notify the other Party of such required disclosure and provide a draft of the disclosure to the other Party reasonably in advance of such filing or disclosure for the other Party’s review and comment. The non-disclosing Party will provide any comments as soon as practicable, and the disclosing Party will consider [****] comments provided by the non-disclosing Party; provided that [****]. Confidential Information that is disclosed in order to comply with Applicable Law or by judicial or administrative process pursuant to this Section 11.3.1(c), in each case, will remain otherwise subject to the confidentiality and non-use provisions of this Article 11 (Confidentiality; Publication) with respect to the Party disclosing such Confidential Information, and such Party will take all steps reasonably necessary, including seeking of confidential treatment or a protective order for a period of at least [****] (to the extent permitted by Applicable Law or Governmental Authority), to ensure the continued confidential treatment of such Confidential Information, and each Party will be responsible for its own legal and other external costs in connection with any such filing or disclosure pursuant to this Section 11.3.1(c) (Permitted Circumstances); (d) to prosecute or defend litigation [****]; (e) to present, disclose, and discuss general information about the existence of the Agreement and the general progress of the Licensed Products at investor press conferences or similar events; or (f) disclosure as otherwise expressly permitted pursuant to Section 11.6 (Publication and Listing the terms of Clinical Trials) and Section 11.7 (Publicity; Use of Name)this Agreement.

Permitted Circumstances. Notwithstanding the obligations set forth in Section 11.1 (Duty of Confidence) and Section 11.6 (Publication and Listing of Clinical Trials), a Party may disclose the other Party’s Confidential Information (including this Agreement and only the specifically relevant terms herein) to the extent such disclosure is reasonably necessary in the following situations: (a) (i) the Patent Prosecution, enforcement, and defense Prosecution or enforcement of Blueprint ImmunoGen Patent Rights, Joint Collaboration ImmunoGen Manufacturing Patent Rights, or Zai Partner Collaboration Patent Rights, in each case, as contemplated by this Agreement; or (ii) in connection with regulatory filings and other filings with Governmental Authorities (including Regulatory Authorities), as necessary or reasonably useful for the Exploitation of a Licensed Product; (b) disclosure of this Agreement, its terms, and the status and results of Exploitation of one or more Licensed Products to actual or bona fide [****] potential investors, ​ ​ acquirors, (sub)licensees, lenders, and other financial or commercial partners (including in connection with any royalty monetization transaction), and their respective attorneys, accountants, banks, investors, and advisors, solely for the purpose of evaluating or carrying out an actual or potential investment, acquisition, (sub)license, debt transaction, or collaboration; provided that, in each such case, on the condition that such Persons are bound by obligations of confidentiality and non-use at least as stringent as those set forth Article 11 (Confidentiality; Publication) or otherwise customary for such type and scope of disclosure and that any such disclosure is limited to the maximum extent practicable for the particular context in which it is being disclosed; (c) such disclosure is required to comply with Applicable Law (whether generally or in pursuit of an application for listing of securities) including the United States Securities and Exchange Commission, the Stock Exchange of Hong Kong Limited, or equivalent foreign agency or regulatory body, or otherwise required by judicial or administrative process, provided that in each such event, as promptly as reasonably practicable and to the extent not prohibited by Applicable Law or judicial or administrative process, such Party will notify the other Party of such required disclosure and provide a draft of the disclosure to the other Party reasonably in advance of such filing or disclosure for the other Party’s review and comment. The non-disclosing Party will provide any comments as soon as practicable, and the disclosing Party will consider [****] in good faith any timely comments provided by the non-disclosing Party; provided that [****]the disclosing Party may or may not accept such comments in its sole discretion. Confidential Information that is disclosed in order to comply with Applicable Law or by judicial or administrative process pursuant to this Section 11.3.1(c11.4.1(c) (Permitted Circumstances), in each case, will remain otherwise subject to the confidentiality and non-use provisions of this Article 11 (Confidentiality; Publication) with respect to the Party disclosing such Confidential Information, and such Party will take all steps reasonably necessary, including seeking of confidential treatment or a protective order for a period of at least [****] 10 years (to the extent permitted by Applicable Law or Governmental Authority), to ensure the continued confidential treatment of such Confidential Information, and each Party will be responsible for its own legal and other external costs in connection with any such filing or disclosure pursuant to this Section 11.3.1(c11.4.1(c) (Permitted Circumstances); (d) to prosecute or defend litigation [****]; (e) to present, disclose, and discuss general information about the existence of the Agreement and the general progress of the Licensed Products at investor press conferences or similar events; or (fd) disclosure pursuant to Section 11.6 (Publication and Listing of Clinical Trials) and Section 11.7 (Publicity; Use of Name).

Permitted Circumstances. Notwithstanding the obligations set forth in Section 11.1 (Duty of Confidence) and Section 11.6 (Publication and Listing of Clinical Trials), a Party may disclose the other Party’s Confidential Information (including the specifically relevant terms of this Agreement and the terms hereinAgreement) to the extent such disclosure is reasonably necessary in the following situations: : (a) (i) the Patent Prosecution, enforcement, and defense of Blueprint Patent Rights, Joint Collaboration Patent Rights, or Zai Collaboration Patent Rights, in each case, as contemplated by this Agreement; or (ii) regulatory filings connection with Regulatory Submissions and other filings with Governmental Authorities (including Regulatory Authorities), as necessary or reasonably useful for the Exploitation of a Licensed Product; ; (b) with prior notice to the other Party as permitted by Applicable Law, disclosure of this Agreement, its terms, and (i) the specifically relevant material terms of Agreement or (ii) the status and results of Exploitation of one or more Licensed Products Products, including the Development Reports and the contained therein, in each case ((i) and (ii)), to actual or bona fide [****] solely for the purpose of evaluating potential investors, investment bankers, acquirers, merger partners, and other potential or carrying out an actual or potential investmentbona fide financial partners, acquisitionlicensees, (sub)license, debt transactionsublicensees, or collaborationcollaborators; provided that, in each such case, on the condition that such Persons are bound by obligations of confidentiality and non-use or professional ethical obligations at least as stringent as those set forth Article 11 (Confidentiality; Publication) or otherwise customary for such type and scope of disclosure and that in this Agreement prior to any such disclosure, except that, where the disclosee is an investor, investment banker, or financial partner, such disclosee will only need to be bound by commercially reasonable obligations of confidentiality and non-use; (c) responding to a valid order of a court of competent jurisdiction or other competent authority; provided that the Receiving Party will, to the extent reasonably practicable under the circumstances, first have given to the Disclosing Party notice and reasonable opportunity to quash the order or to obtain a protective order requiring that the Confidential Information be held in confidence or used only for the purpose for which the order was issued or such disclosure was required by Applicable Law or such rules; and provided, further that if such order is not quashed or a protective order is not obtained, the Confidential Information disclosed will be limited to the maximum extent practicable for the particular context in which it information that is being disclosed; (c) such disclosure is legally required to comply with be disclosed; (d) making such disclosures as, in the opinion of the Receiving Party’s legal counsel, are required by Applicable Law (whether generally or in pursuit of an application for listing of securities) Law, including the United States rules of the U.S. Securities and Exchange Commission, the Stock Exchange of Hong Kong Limitedany foreign equivalent, or equivalent foreign agency any stock exchange on which the securities of the Disclosing Party (or regulatory bodyits parent entity) are listed (or to which an application for listing has been submitted); (e) in the case of Licensor, or otherwise required by judicial or administrative process, provided that in each such event, as promptly as reasonably practicable and disclosure to the extent not prohibited by Applicable Law reasonably necessary to perform its obligations under or judicial or administrative process, such Party will notify confirm its compliance with the other Party of such required disclosure and provide a draft of the disclosure to the other Party reasonably in advance of such filing or disclosure for the other Party’s review and comment. The non-disclosing Party will provide any comments as soon as practicable, and the disclosing Party will consider [****] comments provided by the non-disclosing Party; provided that [****]. Confidential Information that is disclosed in order to comply with Applicable Law or by judicial or administrative process pursuant to this Section 11.3.1(c), in each case, will remain otherwise subject to the confidentiality and non-use provisions of this Article 11 (Confidentiality; Publication) with respect to the Party disclosing such Confidential Information, and such Party will take all steps reasonably necessary, including seeking of confidential treatment or a protective order for a period of at least [****] (to the extent permitted by Applicable Law or Governmental Authority), to ensure the continued confidential treatment of such Confidential Information, and each Party will be responsible for its own legal and other external costs in connection with any such filing or disclosure pursuant to this Section 11.3.1(c) (Permitted Circumstances); (d) to prosecute or defend litigation [****]; (e) to present, disclose, and discuss general information about the existence of the Agreement and the general progress of the Licensed Products at investor press conferences or similar eventsAZ License; or (f) disclosure pursuant to Section 11.6 (Publication and Listing of Clinical Trials) and Section 11.7 (Publicity; Use of Name).

Permitted Circumstances. Notwithstanding the obligations set forth in Section 11.1 (Duty of Confidence) and Section 11.6 (Publication and Listing of Clinical Trials), a Party may disclose the other Party’s Confidential Information ​ (including this Agreement and only the specifically relevant terms herein) to the extent such disclosure is reasonably necessary in the following situations: (a) disclosure to comply with the terms of any Third Party IP Agreement; (b) (i) the Patent Prosecution, enforcement, and defense Prosecution or enforcement of Blueprint Kiniksa Patent Rights, Joint Collaboration Kiniksa Manufacturing Patent Rights, or Zai Partner Collaboration Patent Rights, in each case, as contemplated by this Agreement; or (ii) in connection with regulatory filings and other filings with Governmental Authorities (including Regulatory Authorities), as necessary or reasonably useful for the Exploitation of a the Licensed Product; (bc) disclosure of this Agreement, its terms, and the status and results of Exploitation of one or more the Licensed Products Product to actual or bona fide [****] potential investors, acquirers, (sub)licensees, lenders, and other financial or commercial partners (including in connection with any royalty monetization transaction), and their respective attorneys, accountants, banks, investors, and advisors, solely for the purpose of evaluating or carrying out an actual or potential investment, acquisition, (sub)license, debt transaction, or collaboration; provided that, in each such case, on the condition that such Persons are bound by obligations of confidentiality and non-use at least as stringent as those set forth Article 11 (Confidentiality; Publication) or otherwise customary for such type and scope of disclosure and that any such disclosure is limited to the maximum extent practicable for the particular context in which it is being disclosed; (cd) such disclosure is required to comply with Applicable Law (whether generally or in pursuit of an application for listing of securities) including the United States Securities and Exchange Commission, the Stock Exchange of Hong Kong Limited, or equivalent foreign agency or regulatory body, or otherwise required by judicial or administrative process, provided that in each such event, as promptly as reasonably practicable and to the extent not prohibited by Applicable Law or judicial or administrative process, such Party will notify the other Party Party, unless a shorter time period is required by Applicable Law, no later than [***] Business Days in advance of such required disclosure and provide a draft of the disclosure to the other Party reasonably in advance of such filing or disclosure for the other Party’s review and comment. The non-disclosing Party will provide any comments as soon as practicable, and the disclosing Party will consider [****] any reasonable, timely comments provided by the non-disclosing Party; provided that [****]the disclosing Party may or may not accept such comments in its sole discretion. Confidential Information that is disclosed in order to comply with Applicable Law or by judicial or administrative process pursuant to this Section 11.3.1(c11.4.1(d) (Permitted Circumstances), in each case, will remain otherwise subject to the confidentiality and non-use provisions of this Article 11 (Confidentiality; Publication) with respect to the Party disclosing such Confidential Information, and such Party will take all steps reasonably necessary, including seeking of confidential treatment or a protective order for a period of at least [****] years (to the extent permitted by Applicable Law or Governmental Authority), to ensure the continued confidential treatment of such Confidential Information, and each Party will be responsible for its own legal and other external costs in connection with any such filing or disclosure pursuant to this Section 11.3.1(c11.4.1(d) (Permitted Circumstances); (d) to prosecute ; or defend litigation [****];​ ​ (e) to present, disclose, and discuss general information about the existence of the Agreement and the general progress of the Licensed Products at investor press conferences or similar events; or (f) disclosure pursuant to Section 6.8 (Notice of Regulatory Action), Section 11.6 (Publication and Listing of Clinical Trials) ), and Section 11.7 (Publicity; Use of Name).