Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, to the extent such information is within the Program Technology and such use or disclosure is reasonably necessary and permitted in (A) the exercise of such rights granted hereunder, (B) filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations or court order or otherwise submitting information to tax or other governmental authorities, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by the other party pursuant to the terms of this Agreement; provided that if a party is required to make any such disclosure, other than pursuant to a confidentiality agreement, it will give reasonable advance notice to the other party of such disclosure and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party prior to its disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 3 contracts
Samples: Collaboration Agreement (Symyx Technologies Inc), Collaboration Agreement (Symyx Technologies Inc), Collaboration Agreement (Symyx Technologies Inc)
Permitted Use and Disclosures. Each party hereto Party may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, Party or Results to the extent such information is within the Program Technology and such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, hereunder (Bincluding Juno’s development and commercialization of Products) and in filing or prosecuting patent applicationsapplications (subject to Section 8.1(b)), (C) prosecuting or defending litigation, (D) complying with applicable governmental laws, regulations or court order or otherwise submitting information to tax or other governmental authorities, per the rules of any securities exchange or (E) similar organization, conducting clinical trials, or making a permitted sublicense or otherwise exercising license rights expressly granted by the other party Party to it pursuant to the terms of this Agreement; , provided that if a party Party is required by governmental authority to make any such disclosure, other than pursuant to a confidentiality agreement, it will shall give reasonable advance notice to the other party Party of such disclosure and, save to the extent inappropriate in the case of patent applications, will shall use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party Party prior to its disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 3 contracts
Samples: Collaboration and License Agreement (Editas Medicine, Inc.), Collaboration and License Agreement (Editas Medicine, Inc.), Collaboration and License Agreement (Editas Medicine, Inc.)
Permitted Use and Disclosures. Each Notwithstanding the restrictions of Section 6.1, each party hereto may (ia) use Confidential Information disclosed to it by the other to the extent necessary for that party to perform its obligations set forth in conducting the Research Program CDP and (iib) use or disclose Confidential Information disclosed to it by the other party, party to the extent such information is within the Program Technology and such use or disclosure is reasonably necessary and permitted in (Ai) exercising the exercise of such rights and licenses granted hereunder, (B) filing or prosecuting patent applications, (Cii) prosecuting or defending litigation, (Diii) complying with applicable laws, governmental regulations or court order orders or otherwise submitting information to tax or other governmental authoritiesauthorities (including the Securities and Exchange Commission), or (Eiv) making a permitted sublicense or otherwise exercising license rights expressly granted by the other party pursuant to the terms of this Agreementpreparing, filing and prosecuting patent applications; in each case, provided that if a party is required to make any such disclosure, other than pursuant to a confidentiality agreement, it will give reasonable advance notice to the other party of such disclosure and, save to the extent inappropriate in the case of patent applications, and will use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party prior to its disclosure (whether through protective orders order or otherwise) and ), except to the extent inappropriate with respect to patent applications. It is understood that either party may also disclose only the minimum necessary Confidential Information of the other party upon receipt of the written consent to comply with such requirementsdisclosure by a duly authorized representative of the other party.
Appears in 3 contracts
Samples: Advanced Memory Development Program Agreement (Intermolecular Inc), Advanced Memory Development Program Agreement (Intermolecular Inc), Advanced Memory Development Program Agreement (Intermolecular Inc)
Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, party to the extent such information is within included in the Program Aurora Technology, Allelix Technology or Joint Technology, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations regulations, or court order orders or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by to the other party pursuant to the terms of this Agreement; , provided that if a party is required to make any such disclosuredisclosure of the other party's Confidential Information, other than pursuant to a confidentiality agreement, it will give reasonable advance notice of such disclosure to the other party of such disclosure and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information Confidential Information in consultation with the other party prior to its such disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 3 contracts
Samples: Collaboration Agreement (Aurora Biosciences Corp), Collaboration Agreement (Aurora Biosciences Corp), Collaboration Agreement (Aurora Biosciences Corp)
Permitted Use and Disclosures. Each party Party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, Party or Results to the extent such information is within the Program Technology and such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, hereunder (Bincluding without limitation Loxo’s development and commercialization of Products) and in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental laws, regulations or court order or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by the other party Party to it pursuant to the terms of this Agreement; , provided that if a party Party is required by governmental authority to make any such disclosure, other than pursuant to a confidentiality agreement, it will give reasonable advance notice to the other party Party of such disclosure and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party Party prior to its disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 3 contracts
Samples: Drug Discovery Collaboration Agreement (Loxo Oncology, Inc.), Drug Discovery Collaboration Agreement (Loxo Oncology, Inc.), Drug Discovery Collaboration Agreement (Array Biopharma Inc)
Permitted Use and Disclosures. Each party Party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, Party or Results to the extent such information is within the Program Technology and such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental laws, regulations or court order or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by the other party Party to it pursuant to the terms of this Agreement; provided that if a party Party is required to make any such disclosure, other than pursuant to a confidentiality agreement, it will give reasonable advance notice to the other party Party of such disclosure and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party Party prior to its disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 3 contracts
Samples: Drug Discovery Collaboration Agreement, Drug Discovery Collaboration Agreement (Array Biopharma Inc), Drug Discovery Collaboration Agreement (Intermune Inc)
Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, ’s Confidential Information to the extent such information is within included in the Program Ajinomoto Technology, Senomyx Technology or Joint Inventions, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, (B) in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations or stock exchange regulations, or court order orders or otherwise submitting information to tax or other governmental authorities, conducting taste testing, submitting information for regulatory applications, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by to the other party pursuant to the terms of this Agreement; provided provided, however, that if a party is required to make any such disclosuredisclosure of the other party’s Confidential Information, other than pursuant to a confidentiality agreement, it will give reasonable advance notice of such disclosure to the other party of such disclosure where reasonably possible and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information Confidential Information in consultation with the other party prior to its such disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 2 contracts
Samples: Collaborative Research, Development, Commercialization and License Agreement (Senomyx Inc), Collaborative Research, Commercialization and License Agreement (Senomyx Inc)
Permitted Use and Disclosures. Each Notwithstanding the restrictions of Section 7.1, each party hereto may (ia) use Confidential Information disclosed to it by the other to the extent necessary for that party to perform its obligations set forth in conducting the Research Program CDP and (iib) use or disclose Confidential Information disclosed to it by the other party, party to the extent such information is within the Program Technology and such use or disclosure is reasonably necessary and permitted in (Ai) exercising the exercise of such rights and licenses granted hereunder, (B) filing or prosecuting patent applications, (Cii) prosecuting or defending litigation, (Diii) complying with applicable laws, governmental regulations or court order orders or otherwise submitting information to tax or other governmental authoritiesauthorities (including the Securities and Exchange Commission), or (Eiv) making a permitted sublicense or otherwise exercising license rights expressly granted by the other party pursuant to the terms of this Agreementpreparing, filing and prosecuting patent applications; in each case, provided that if a party is required to make any such disclosure, other than pursuant to a confidentiality agreement, it will give reasonable advance notice to the other party of such disclosure and, save to the extent inappropriate in the case of patent applications, and will use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party prior to its disclosure (whether through protective orders order or otherwise) and ), except to the extent inappropriate with respect to patent applications. It is understood that either party may also disclose only the minimum necessary Confidential Information of the other party upon receipt of the written consent to comply with such requirementsdisclosure by a duly authorized representative of the other party.
Appears in 2 contracts
Samples: Collaborative Development Program Agreement (Intermolecular Inc), Collaborative Development Program Agreement (Intermolecular Inc)
Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, party to the extent such information is within included in the Program Kraft Technology, Senomyx Technology or Joint Patent Rights, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations regulations, or court order orders or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, submitting information for food additive approval applications, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by to the other party pursuant to the terms of this Agreement; provided provided, however, that if a party is required to make any such disclosuredisclosure of the other party's Confidential Information, other than pursuant to a confidentiality agreement, it will give reasonable advance notice of such disclosure to the other party of such disclosure where reasonably possible and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information Confidential Information in consultation with the other party prior to its such disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 2 contracts
Samples: Collaborative Research and License Agreement (Senomyx Inc), Collaborative Research and License Agreement (Senomyx Inc)
Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, party to the extent such information is within included in the Program Nestlé Technology, Senomyx Technology or Joint Patent Rights, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations regulations, or court order orders or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, submitting information for food additive approval applications, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by to the other party pursuant to the terms of this Agreement; provided provided, however, that if a party is required to make any such disclosuredisclosure of the other party's Confidential Information, other than pursuant to a confidentiality agreement, it will give reasonable advance notice of such disclosure to the other party party, and will request the prior approval of such disclosure and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party prior (such approval not to its be unreasonably withheld) Where any such disclosure (whether through protective orders or otherwise) and of Confidential Information is approved, that party disclosing confidential information will disclose only the minimum necessary to comply with such requirements.
Appears in 2 contracts
Samples: Collaborative Research and License Agreement (Senomyx Inc), Collaborative Research and License Agreement (Senomyx Inc)
Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, party to the extent such information is within included in the Program Xxxxxxxx Technology, Senomyx Technology or Joint Patent Rights, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations regulations, or court order orders or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, submitting information for food additive approval applications, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by to the other party pursuant to the terms of this Agreement; provided provided, however, that if a party is required to make any such disclosuredisclosure of the other party's Confidential Information, other than pursuant to a confidentiality agreement, it will give reasonable advance notice of such disclosure to the other party of such disclosure where reasonably possible and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information Confidential Information in consultation with the other party prior to its such disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 2 contracts
Samples: Collaborative Research and License Agreement (Senomyx Inc), Collaborative Research and License Agreement (Senomyx Inc)
Permitted Use and Disclosures. Each party Party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by of the other party, Party to the extent such information is within the Program Technology and such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunderhereunder (including, (Bin the case of Audentes, for the purpose of developing and commercializing Products) and in filing or prosecuting patent applications, (C) prosecuting or defending litigationlitigation (in each case in accordance with the Agreement), (D) complying with applicable governmental laws, regulations or court order or otherwise submitting information to tax or other governmental authorities, or (E) making a permitted sublicense conducting clinical trials, or otherwise exercising license rights expressly granted by the other party Party to it pursuant to the terms of this Agreement; , provided that if a party Party is required by governmental authority to make any such disclosure, other than pursuant to a confidentiality agreement, it will give reasonable advance notice to the other party Party of such disclosure and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party Party prior to its disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements. In addition, each Party may communicate Results to such Party’s attorneys, advisors, investors and potential investors and acquirers, in each case to the extent such are subject either to a prior written confidentiality agreement or to a statutory or ethical obligation of confidentiality.
Appears in 2 contracts
Samples: Collaborative Development Agreement (Audentes Therapeutics, Inc.), Collaborative Development Agreement (Audentes Therapeutics, Inc.)
Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, party to the extent such information is within included in the Program Aurora Technology, Senomyx Technology or Joint Patent Rights, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations or court order orders or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by to the other party pursuant to the terms of this Agreement; provided provided, however, that if a party is required to make any such disclosuredisclosure of the other party's Confidential Information, other than pursuant to a confidentiality agreement, it will give reasonable advance notice of such disclosure to the other party of such disclosure where reasonably possible and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information Confidential Information in consultation with the other party prior to its such disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 2 contracts
Samples: Collaborative Research and License Agreement (Senomyx Inc), Collaborative Research and License Agreement (Senomyx Inc)
Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information or disclose ----------------------------- information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, party to the extent such information is within included in the Program Licensed Technology or the BMS Technology, as the case may be, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations or court order or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by the other party to it pursuant to the terms of this Agreement; , provided that if a party is required to make any such disclosure, other than pursuant to a confidentiality agreement, it will give reasonable advance notice to the other party of such disclosure and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party prior to its disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 2 contracts
Samples: Collaboration and License Agreement (Pharmacopeia Inc), Collaboration and License Agreement (Pharmacopeia Inc)
Permitted Use and Disclosures. Each party Party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by of the other party, Party to the extent such information is within the Program Technology and such use or disclosure is reasonably necessary and permitted (a) in (A) the exercise of such the rights granted hereunderor reserved to it hereunder (including permitted licensees or sublicenses) on the condition that any Affiliate or Third Party to whom it is disclosed agrees to be bound by confidentiality and non-use obligations substantially similar to those contained in this Agreement; or (b) in prosecuting patents or to gain approval to conduct clinical trials or to market Product, but such disclosure may be only to the extent reasonably necessary to obtain patents or authorizations from governmental or other regulatory agencies; or (Bc) filing or prosecuting patent applications, (C) in prosecuting or defending litigation, (D) complying with applicable governmental laws, regulations or court order or otherwise submitting information to tax or other governmental authorities, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by the other party pursuant to the terms of this Agreement; provided that if a party Party is required by law to make any such disclosure, other than pursuant to a confidentiality agreement, it will give reasonable advance notice to promptly notify the other party Party of such disclosure in order to provide the other Party an opportunity to challenge or limit the disclosure obligations and, save to the die extent inappropriate in the case of patent applicationsapplications or the like, will use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party Party prior to its disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 1 contract
Samples: License and Collaboration Agreement (Sunesis Pharmaceuticals Inc)
Permitted Use and Disclosures. Each party Party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by of the other party, Party to the extent such information is within the Program Technology and such use or disclosure is reasonably necessary and permitted (a) in (A) the exercise of such the rights granted hereunderor reserved to it hereunder (including permitted licensees or sublicenses) on the condition that any Affiliate or Third Party to whom it is disclosed agrees to be bound by confidentiality and non-use obligations substantially similar to those contained in this Agreement; or (b) in prosecuting patents or to gain approval to conduct clinical trials or to market Product, but such disclosure may be only to the extent reasonably necessary to obtain patents or authorizations from governmental or other regulatory agencies; or (Bc) filing or prosecuting patent applications, (C) in prosecuting or defending litigation, (D) complying with applicable governmental laws, regulations or court order or otherwise submitting information to tax or other governmental authorities, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by the other party pursuant to the terms of this Agreement; provided that if a party Party is required by law to make any such disclosure, other than pursuant to a confidentiality agreement, it will give reasonable advance notice to promptly notify the other party Party of such disclosure in order to provide the other Party an opportunity to challenge or limit the disclosure obligations and, save to the extent inappropriate in the case of patent applicationsapplications or the like, will use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party Party prior to its disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 1 contract
Samples: License and Research Collaboration Agreement (Sunesis Pharmaceuticals Inc)
Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, party to the extent such information is within the Program Technology and such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, (B) filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) or complying with applicable governmental regulations or court order orders or otherwise submitting information to tax or other governmental authorities, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by the other party pursuant to the terms of this Agreement; provided that if a party is required to make any such disclosuredisclosure of another party's Confidential Information, other than pursuant to a confidentiality agreement, it will give reasonable advance notice to the other party of such disclosure and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information Confidential Information in consultation * Confidential treatment requested: material has been omitted and filed separately with the Commission. with the other party prior to its disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 1 contract
Samples: Library Sample Evaluation Agreement (Cubist Pharmaceuticals Inc)
Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, party to the extent such information is within included in the Program Nestlé Technology, Senomyx Technology or Joint Patent Rights, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations regulations, or court order orders or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, submitting information for regulatory approval applications, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by to the other party pursuant to the terms of this Agreement; provided provided, however, that if a party is required to make any such disclosuredisclosure of the other party’s Confidential Information, other than pursuant to a confidentiality agreement, it will give reasonable advance notice of such disclosure to the other party and will request the prior approval of such disclosure and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party prior (such approval not to its be unreasonably withheld). Where any such disclosure (whether through protective orders or otherwise) and of Confidential Information is approved, that party disclosing Confidential Information will disclose only the minimum necessary to comply with such requirements.
Appears in 1 contract
Samples: Collaborative Research and License Agreement (Senomyx Inc)
Permitted Use and Disclosures. Each party Party hereto may (i) use Confidential Information or disclose information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, Party to the extent such information is within included in the Program Licensed Technology, the Teijin Technology or the Teijin Know-How, as the case may be, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations or court order or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by the other party Party to it pursuant to the terms of this Agreement; , provided that if a party Party is required to make any such disclosuredisclosure of another Party's Confidential Information, other than pursuant to a confidentiality agreement, it will give reasonable advance notice to the other party Party of such disclosure and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party Party prior to its disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 1 contract
Permitted Use and Disclosures. Each party Party hereto may (i) use Confidential Information or disclose information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, Party to the extent such information is within included in the Program Licensed Technology or the Antalium Technology, as the case may be, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations or court order or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by the other party Party to it pursuant to the terms of this Agreement; , provided that if a party Party is required to make any such disclosure, other than pursuant to a confidentiality agreement, it will shall give reasonable advance notice to the other party Party of such disclosure and, save to the extent inappropriate in the case of patent applications, will shall use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party Party prior to its disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 1 contract
Samples: Collaborative Research and License Agreement (Cardiome Pharma Corp)
Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, party to the extent such information is within included in the Program Kraft Technology, Senomyx Technology or Joint Patent Rights, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations regulations, or court order orders or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, [...***...], or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by to the other party pursuant to the terms of this Agreement; provided provided, however, that if a party is required to make any such disclosuredisclosure of the other party's Confidential Information, other than pursuant to a confidentiality agreement, it will give reasonable advance notice of such disclosure to the other party of such disclosure where reasonably possible and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information Confidential Information in consultation with the other party prior to its such disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 1 contract
Samples: Collaborative Research and License Agreement (Senomyx Inc)
Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, party to the extent such information is within included in the Program Solae Technology, Senomyx Technology or Joint Patent Rights, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations regulations, or court order orders or otherwise submitting information to tax or other governmental authorities, conducting taste testing, submitting information for regulatory applications, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by to the other party pursuant to the terms of this Agreement; provided provided, however, that if a party is required to make any such disclosuredisclosure of the other party’s Confidential Information, other than pursuant to a confidentiality agreement, it will give reasonable advance notice of such disclosure to the other party of such disclosure where reasonably possible and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information Confidential Information in consultation with the other party prior to its such disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 1 contract
Samples: Collaborative Research, Development, Commercialization and License Agreement (Senomyx Inc)
Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, party only to the extent such information is within the Program Technology and such use or disclosure is reasonably necessary and permitted in (A) the exercise of such rights granted hereunder, hereunder (Bi) in filing or prosecuting patent applications, (C) or prosecuting or defending litigation, (Dii) complying with applicable governmental regulations or a court order or otherwise order, (iii) submitting information to tax or other governmental authorities, (iv) conducting clinical trials, or (Ev) making a permitted sublicense or otherwise exercising license rights expressly granted by the other party to it pursuant to the terms of this Agreement; provided provided, that if a party is required to make any such disclosuredisclosure of another party's Confidential Information, other than pursuant to a confidentiality agreementagreement which protects such Confidential Information substantially to the same extent as set forth herein, it such party will give reasonable advance notice to the other party of such disclosure and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party prior to its disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 1 contract
Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, party to the extent such information is within included in the Program Aurora Technology, Cytovia Technology or Joint Technology, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations regulations, or court order orders or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by to the other party pursuant to the terms of this Agreement; , provided that if a party is required to make any such disclosuredisclosure of the other party's Confidential Information, other than pursuant ***Confidential Treatment Requested 20 to a confidentiality agreement, it will give reasonable advance notice of such disclosure to the other party of such disclosure where reasonably possible and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information Confidential Information in consultation with the other party prior to its such disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
Appears in 1 contract
Permitted Use and Disclosures. Each party hereto may (i) use Confidential Information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, party to the extent such information is within included in the Program Aurora Technology, Senomyx Technology or Joint Patent Rights, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such the rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations or court order orders or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by to the other party pursuant to the terms of this Agreement; provided PROVIDED, HOWEVER, that if a party is required to make any such disclosuredisclosure of the other party's Confidential Information, other than pursuant to a confidentiality agreement, it will give reasonable advance notice of such disclosure to the other party of such disclosure where reasonably possible and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information Confidential Information in consultation with the other party prior to its such disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements.
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Samples: Collaborative Research and License Agreement (Senomyx Inc)
Permitted Use and Disclosures. Each party hereto The Receiving Party may (i) use and disclose the Confidential Information disclosed to it by of the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, Disclosing Party to the extent such information is within the Program Technology and such use necessary to exercise its rights or disclosure is reasonably necessary and permitted perform its obligations under this Settlement Agreement, in (A) the exercise of such rights granted hereunder, (B) filing or prosecuting patent applicationsapplications and patents, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations or court order or otherwise submitting information to tax or other governmental authorities, conducting trials, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by the other party to it pursuant to the terms of this Settlement Agreement; , provided that if a party the Receiving Party is required to make any such disclosuredisclosures of the Disclosing Party's Confidential Information, other than pursuant to a confidentiality agreement, it will shall give reasonable advance notice to the other party Disclosing Party of such disclosure and, save to the extent inappropriate in the case of patent applications, will shall use its reasonable best efforts to secure confidential treatment of such information Confidential Information in consultation with the other party Disclosing Party prior to its disclosure (whether through protective orders or otherwise) and disclose only that portion of the minimum Confidential Information necessary to comply with such requirements.
Appears in 1 contract
Samples: Settlement Agreement (Vivus Inc)
Permitted Use and Disclosures. Each party Party hereto may (i) use Confidential Information or disclose information disclosed to it by the other in conducting the Research Program and (ii) use or disclose Confidential Information disclosed to it by the other party, Party to the extent such information is within included in the Program Licensed Technology, the Teijin Technology or the Teijin Know-How, as the case may be, and to the extent such use or disclosure is reasonably necessary and permitted in (A) the exercise of such rights granted hereunder, (B) hereunder in filing or prosecuting patent applications, (C) prosecuting or defending litigation, (D) complying with applicable governmental regulations or court order or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, or (E) making a permitted sublicense or otherwise exercising license rights expressly granted by the other party Party to it pursuant to the terms of this Agreement; , provided that if a party Party is required to make any such disclosuredisclosure of another Party's Confidential Information, other than pursuant to a confidentiality agreement, it will give reasonable advance notice to the other party Party of such disclosure and, save to the extent inappropriate in the case of patent applications, will use its reasonable best efforts to secure confidential treatment of such information in consultation with the other party Party prior to its disclosure (whether through protective orders or otherwise) and disclose only the minimum necessary to comply with such requirements. *** Portions of this page have been omitted pursuant to a request for Confidential Treatment and filed separately with the Commission.
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