Common use of Press Releases and Other Disclosures to Third Parties Clause in Contracts

Press Releases and Other Disclosures to Third Parties. 10.3.1 Upon occurrence of the Effective Date, the Parties shall promptly issue an initial joint press release mutually agreed upon by the Parties and substantially in the form attached hereto as Schedule 10.3.1. 10.3.2 Except as provided above in Section 10.3.1, neither Mersana nor Licensee will, without the prior consent of the other, issue any press release or make any other public announcement or furnish any statement to any person or entity (other than either Parties’ respective Affiliates) concerning the existence of this Agreement, its terms and the transactions contemplated hereby, except for (a) disclosures made in compliance with Sections 10.1, 10.2, and10.5, (b) disclosures made to attorneys, consultants, and accountants retained to represent the Parties in connection with the negotiation and consummation of the transactions contemplated hereby, (c) to the extent either Party may be listed on a stock exchange, disclosures may be made as required, in the opinion of such Party’s counsel, by Applicable Law or the rules of such stock exchange, provided that the other Party shall have the opportunity to review and comment on such disclosure, and provided further than neither Party shall disclose Net Sales of the other Party without the other Party’s consent and (d) press releases by a Party regarding its activities under this Agreement with respect to a Licensed Product, provided that (i) a draft of the press release is provided to the other Party at least [***] days (or [***] days in the event of a joint press release) prior to the release of such press release for the other Party’s review and comment (which comments shall not be unreasonably rejected), and (ii) the other Party is promptly provided a courtesy copy of such press release. The Parties shall coordinate regarding the timing of any release, and regarding whether any release will made by a single Party or jointly by both Parties. The structure and contents of any press release shall be kept confidential until such press release is made publically available. Neither Party shall be required to seek the permission of the other Party to repeat any information regarding the terms of this Agreement or either Party’s activities under the Global Development Plan that has already been publicly disclosed by such Party, or the other Party, in accordance with this Section 10.3.

Press Releases and Other Disclosures to Third Parties. 10.3.1 9.3.1 The Parties acknowledge and agree that prior to the Amendment Effective Date MTI issued the press releases included in Schedule D.1 attached hereto, which were mutually agreed by the Parties. Upon occurrence of the Amendment Effective Date, the Parties shall promptly issue an initial joint press release mutually agreed upon by the Parties and substantially in the form attached hereto as Schedule 10.3.1D.2. 10.3.2 9.3.2 Except as provided above in Section 10.3.19.3.1, neither Mersana MTI nor Licensee will, without the prior consent of the other, issue any press release or make any other public announcement or furnish any statement to any person or entity (other than either Parties’ respective Affiliates) concerning the existence of this Agreement, its terms and the transactions contemplated hereby, except for (a) disclosures made in compliance with Sections 10.19.1, 10.2, and10.59.2 and 9.5, (b) disclosures made to attorneys, consultants, and accountants retained to represent the Parties in connection with the negotiation and consummation of the transactions contemplated hereby, (c) to the extent either Party may be listed on a stock exchange, disclosures that may be made as required, in the opinion of such Party’s counsel, by Applicable Law or the rules of such stock exchange, provided that the other Party shall have the opportunity to review and comment on such disclosure, and provided further than neither Party shall disclose Net Sales of the other Party without the other Party’s consent and (d) press releases by a Party regarding its activities under this Agreement with respect to a the Licensed ProductProducts, provided that (i) a draft of the press release is provided to the other Party at least [***] days (or [***] days in the event of a joint press release) prior to the release of such press release for the other Party’s review and comment (which comments shall not be unreasonably rejected), and (ii) the other Party is promptly provided a courtesy copy of such press releaserelease and (iii) press releases regarding the Co-Exploited Product will be joint and mutually agreed by the Parties. The Parties shall coordinate regarding the timing of any release, and regarding whether any release will made by a single Party or jointly by both Parties. The structure and contents of any press release shall be kept confidential until such press release is made publically available. Neither Party shall be required to seek the permission of the other Party to repeat any information regarding the terms of this Agreement or either Party’s activities under the Global Co-Development Plan (as defined in the Co-Exploitation Terms) that has already been publicly disclosed by such Party, or the other Party, in accordance with this Section 10.39.3.2.

Press Releases and Other Disclosures to Third Parties. 10.3.1 Upon occurrence of the Effective Date, the Parties shall promptly issue an initial joint press release mutually agreed upon by the Parties and substantially in the form attached hereto as Schedule 10.3.1. 10.3.2 Except as provided above in Section 10.3.1, neither Mersana 8.12.1 Neither Rexahn nor Licensee willBiosense shall, without the prior written consent of the other, issue any press release or make any other public announcement or furnish any statement to any person or entity Person (other than either Parties’ Party’s respective AffiliatesAffiliates or Representatives) concerning the existence of this Agreement, its terms Agreement and the transactions contemplated herebyby this Agreement, except for (ai) general statements referring to the existence of this Agreement, specifying its nature, the Licensed Field, the Option Field and identity of the Parties but no other details (including, for clarity, financial details), (ii) disclosures made in compliance with Sections 10.1, 10.2, and10.5Section 8.1 hereof, (biii) disclosures made to attorneys, consultants, and accountants retained to represent the Parties them in connection with the negotiation transactions contemplated hereby or as may be reasonably necessary to either Party’s bankers, investors, potential investors, attorneys or other professional advisers in connection with a merger or acquisition or investment, or potential merger or acquisition or investment, provided such advisors are bound by confidentiality obligations essentially identical to those provided for herein, and consummation (iv) occasional, brief comments by the respective executive officers of both Parties consistent with such guidelines for public statements as may be mutually agreed by the Parties made in connection with routine interviews with analysts or members of the transactions contemplated herebyfinancial press. 8.12.2 In addition, (c) to the extent either Party (after consultation with counsel) in its own right may make such further announcements and disclosures, if any, as may be listed on a required by applicable securities laws and regulations (such as, without limitation, regulations of the U.S. Securities and Exchange Commission (SEC) or any comparable stock exchange, disclosures may be made as requiredmarket or securities regulatory authority having jurisdiction), in which case the opinion of Party making the announcement or disclosure shall use its best efforts to give advance notice to, and discuss such announcement or disclosure with, the Disclosing Party and such Disclosing Party’s counselattorneys. In the event a copy of this Agreement would be required to be filed with the SEC or any other market authority, by Applicable Law or the rules Party with the obligation to file shall first consult with the other Party with a view to agreeing the items in the Agreement for which confidential treatment should be sought. 8.12.3 Rexahn and Biosense shall have the right to make public announcements (including press releases) regarding this Agreement, including for example the exercise of such stock exchangethe option hereunder, and the general nature of the undertakings hereunder, provided that the other Party shall have the opportunity to review and comment on such disclosure, and provided further than neither Party shall disclose Net Sales no disclosure of Confidential Information of the other Party without is contained in such public announcement, and that such public announcement has been reviewed and agreed in writing by the other Party’s consent and (d) press releases by a Party regarding its activities under this Agreement with respect to a Licensed Product, provided that (i) a draft of the press release is provided to the other Party at least [***] days (or [***] days in the event of a joint press release) prior to the release of such press release for the other Party’s review and comment (which comments approval shall not be unreasonably rejected)withheld, and conditioned or delayed; provided, however, that either Party may make a public announcement (iiexcluding press releases specifically about this Agreement) without the other Party is promptly provided a courtesy copy of such press release. The Parties shall coordinate regarding the timing of any release, and regarding whether any release will made by a single Party or jointly by both Parties. The structure and contents of any press release shall be kept confidential until such press release is made publically available. Neither Party shall be required to seek the permission approval of the other Party with respect to repeat any information regarding which has previously been made public with the terms authorization of this Agreement or either Party’s activities under the Global Development Plan that has already been publicly disclosed by such Party, or the other Party, in accordance with this Section 10.3.