Press Releases and Other Public Statements. Both Parties shall keep the terms of this Agreement confidential and such terms shall be treated as Confidential Information of both Parties in accordance with this Article 10 (Confidentiality; Publications and Presentations) (and for clarity subject to Section 10.3 (Authorized Disclosure)), except that each Party may make the publications and presentations described in Sections 10.8 (Scientific Publications) on the terms set forth therein, and each Party may (a) issue a public announcement of the execution of this Agreement in a form attached hereto as Schedule 10.6; (b) disclose the content of the Agreement to existing or prospective attorneys, auditors, advisors, consultants, contractors, existing or prospective collaboration partners, licensees, sublicensees, existing or prospective shareholders, investors, prospective acquirers, or prospective lenders for limited purposes under obligations of confidentiality and non-use no less restrictive than those in this Agreement; (c) disclose the content as necessary to subcontractors, sublicensees and other bona fide collaboration partners under obligations of confidentiality and non-use similar to those in this Agreement; or (d) as necessary as required by securities regulators, the rules of any stock exchange or as part of any listing of the securities of ITEOS or GSK on any stock exchange. Any public announcement to be made in accordance with this Section 10.6 (Press Releases and Other Public Statements) will be provided by the publishing Party to the other Party at least [***] days prior to its scheduled release; provided that, if the Party proposing such public announcement cannot provide the reviewing Party with [***] days’ notice due to extraordinary circumstances, such Party will provide the reviewing Party with the proposed public statement for comment at least [***] before release. Notwithstanding the foregoing in this Section 10.6 (Press Releases and Other Public Statements), a Party may make subsequent public announcements or press releases solely of information previously publicly disclosed in accordance with this Article 10 (Confidentiality; Publications and Presentations) without the advance written consent of the other Party, so long as (i) such subsequent public announcements or press releases are released without changes to the substantive information provided therein, (ii) are released within [***] months of the original release, and (iii) the information provided therein is still considered accurate and has not been superseded by other subsequent information known by such Party.
Appears in 1 contract
Samples: Collaboration and License Agreement (iTeos Therapeutics, Inc.)
Press Releases and Other Public Statements. Both Parties shall keep Except for any publications or presentations that are made consistent with ARTICLE 12 and those certain press releases made in connection with the execution of the Stock Purchase Agreement and the Preliminary Collaboration Agreement, neither Party nor its Affiliates will make any public announcements, press releases, regulatory filing or other public disclosures, written or oral, whether to the public, the press, stockholders or otherwise, concerning this Agreement or the terms of this Agreement confidential and such terms shall be treated as Confidential Information of both Parties in accordance with this Article 10 conditions or the subject matter hereof, the performance hereof or the Parties’ activities hereunder, or any results or data arising hereunder (Confidentiality; Publications and Presentations) (and for clarity subject to Section 10.3 (Authorized Disclosure)a “Public Statement”), except that each Party may make the publications and presentations described in Sections 10.8 (Scientific Publications) on the terms set forth therein, and each Party may except: (a) issue a public announcement with the prior written consent of the execution other Party (which may be conditional upon certain restrictions as to the content or distribution of this Agreement in a form attached hereto as Schedule 10.6such Public Statement); or (b) disclose for such Public Statements, as in the content opinion of the Agreement Party intending to existing make such Public Statement, are required to comply with applicable Law, regulation, rule or prospective attorneys, auditors, advisors, consultants, contractors, existing or prospective collaboration partners, licensees, sublicensees, existing or prospective shareholders, investors, prospective acquirers, or prospective lenders for limited purposes under obligations of confidentiality and non-use no less restrictive than those in this Agreement; legal process (c) disclose including the content as necessary to subcontractors, sublicensees and other bona fide collaboration partners under obligations of confidentiality and non-use similar to those in this Agreement; or (d) as necessary as required by securities regulators, the rules regulations of any stock exchange or as part exchange) (a “Legal Requirement”) and which in any event contain only the minimum disclosure necessary to comply with the relevant Legal Requirement. Each Party agrees, to the extent permitted by Legal Requirements, in any event to provide the other Party with a copy of any listing of proposed Public Statement as soon as reasonably practicable under the securities of ITEOS or GSK on any stock exchangecircumstances prior to its scheduled release. Any public announcement to Except under extraordinary circumstances, when the following notice may not be made possible but in accordance with this Section 10.6 (Press Releases and Other which event the proposed Public Statements) Statement will still be provided by the publishing Party to the other Party for comment before release (which the releasing Party shall use reasonable efforts to provide at least [***] forty-eight (48) hours prior to the intended time of publication), and to the extent permitted by Legal Requirements, each Party shall provide the other Party with an advance copy of any such Public Statement at least seven (7) days prior to its scheduled release; provided that. Each Party furthermore shall have the right to review and recommend changes to any such announcement and, if except as otherwise required by Legal Requirement, the Party proposing such public whose announcement cannot provide has been reviewed shall remove any Confidential Information of the reviewing Party that the reviewing Party reasonably deems to be inappropriate for disclosure, subject to the exceptions in Section 16.2(a). Each Party agrees in any event to give the other Party a reasonable opportunity (to the extent consistent with Legal Requirements) to review all [***] days’ notice due Public Statements required by Legal Requirements to extraordinary circumstances, such Party will provide the reviewing Party be filed with the proposed public statement for comment at least [***] before release. Notwithstanding the foregoing in this Section 10.6 (Press Releases Securities and Other Public Statements), a Party may make subsequent public announcements Exchange Commission or press releases solely similar body prior to submission of information previously publicly disclosed in accordance with this Article 10 (Confidentiality; Publications and Presentations) without the advance written consent of the other Party, so long as (i) such subsequent public announcements or press releases are released without changes to the substantive information provided therein, (ii) are released within [***] months of the original releasefilings, and (iii) will give due consideration to any reasonable comments by the information provided therein is still considered accurate and has not been superseded by other subsequent information known by non-filing Party relating to such Partyfiling, including the provisions of this Agreement for which confidential treatment should be sought.
Appears in 1 contract
Press Releases and Other Public Statements. Both Parties shall keep Except for any publications or presentations that are made consistent with Article 13 and a jointly agreed press release announcing the formation of the Collaboration, to be issued by GSK and 23andMe at a time agreed by the Parties, neither Party nor its Affiliates will make any public announcements, press releases, regulatory filing or other public disclosures, written or oral, whether to the public, the press, stockholders or otherwise, concerning this Agreement or the terms of this Agreement confidential and such terms shall be treated as Confidential Information of both Parties in accordance with this Article 10 conditions or the subject matter hereof, the performance hereof or the Parties’ activities hereunder, or any results or data arising hereunder (Confidentiality; Publications and Presentations) (and for clarity subject to Section 10.3 (Authorized Disclosure)a “Public Statement”), except that each Party may make the publications and presentations described in Sections 10.8 (Scientific Publications) on the terms set forth therein, and each Party may except: (a) issue a public announcement with the prior written consent of the execution other Party (which may be conditional upon certain restrictions as to the content or distribution of this Agreement in a form attached hereto as Schedule 10.6such Public Statement); or (b) disclose for such Public Statements, as in the content opinion of the Agreement counsel for the Party intending to existing make such Public Statement, are required to comply with applicable Law, regulation, rule or prospective attorneys, auditors, advisors, consultants, contractors, existing or prospective collaboration partners, licensees, sublicensees, existing or prospective shareholders, investors, prospective acquirers, or prospective lenders for limited purposes under obligations of confidentiality and non-use no less restrictive than those in this Agreement; legal process (c) disclose including the content as necessary to subcontractors, sublicensees and other bona fide collaboration partners under obligations of confidentiality and non-use similar to those in this Agreement; or (d) as necessary as required by securities regulators, the rules regulations of any stock exchange or as part exchange) (a “Legal Requirement”) and which in any event contain only the minimum disclosure necessary to comply with the relevant Legal Requirement. Each Party agrees in any event to provide the other Party with a copy of any listing of proposed Public Statement as soon as reasonably practicable under the securities of ITEOS or GSK on any stock exchangecircumstances prior to its scheduled release. Any public announcement to Except under extraordinary circumstances, when the following notice may not be made possible but in accordance with this Section 10.6 (Press Releases and Other which event the proposed Public Statements) Statement will still be provided by the publishing Party to the other Party for comment before release (which the releasing Party shall use reasonable efforts to provide at least [***] hours prior to the intended time of publication), each Party shall provide the other Party with an advance copy of any such Public Statement at least [***] days prior to its scheduled release; provided that. Each Party furthermore shall have the right to review and recommend changes to any such announcement and, if except as otherwise required by Legal Requirement, the Party proposing such public whose announcement cannot provide has been reviewed shall remove any Confidential Information of the reviewing Party with [***] days’ notice due to extraordinary circumstances, such Party will provide that the reviewing Party reasonably deems to be inappropriate for disclosure. Each Party agrees in any event to give the other Party a reasonable opportunity (to the extent consistent with Legal Requirements) to review all Public Statements required by Legal Requirements to be filed with the proposed public statement for comment at least [***] before release. Notwithstanding the foregoing in this Section 10.6 (Press Releases Securities and Other Public Statements), a Party may make subsequent public announcements Exchange Commission or press releases solely similar body prior to submission of information previously publicly disclosed in accordance with this Article 10 (Confidentiality; Publications and Presentations) without the advance written consent of the other Party, so long as (i) such subsequent public announcements or press releases are released without changes to the substantive information provided therein, (ii) are released within [***] months of the original releasefilings, and (iii) will give due consideration to any reasonable comments by the information provided therein is still considered accurate and has not been superseded by other subsequent information known by non-filing Party relating to such Partyfiling, including the provisions of this Agreement for which confidential treatment should be sought.
Appears in 1 contract
Press Releases and Other Public Statements. Both Parties shall keep the terms of this Agreement confidential and such terms shall be treated as Confidential Information of both Parties in accordance with this Article 10 (Confidentiality; Publications and Presentations) ARTICLE 9 (and for clarity subject to Section 10.3 (Authorized Disclosure)9.2), except that each Party may make the publications and presentations described in Sections 10.8 (Scientific Publications) 9.6 through 9.8 on the terms set forth therein, and each Party may (a) issue a public announcement of the execution of this Agreement in a form attached hereto as Schedule 10.69.5; (b) disclose the content of the Agreement to existing or prospective attorneys, auditors, advisors, consultants, contractors, existing or prospective collaboration partners, licensees, sublicensees, existing or prospective shareholders, investors, prospective acquirers, or prospective lenders for limited purposes under obligations of confidentiality and non-use no less restrictive than those in this Agreement; (c) disclose the content as necessary to subcontractors, sublicensees and other bona fide collaboration partners under obligations of confidentiality and non-use similar to those in this Agreement; or (d) as necessary as required by securities regulators, the rules of any stock exchange or as part of any listing of the securities of ITEOS IDEAYA or GSK on any stock exchange. Neither Party will use the other’s name or logo in any press release or product advertising, or for any other promotional purpose, without first obtaining the other's written consent and entering into appropriate trademark or housemark licenses, as applicable. Any public announcement to be made in accordance with this Section 10.6 (Press Releases and Other Public Statements) 9.5 will be provided by the publishing Party to the other Party at least [***] days prior to its scheduled release; provided that, if the Party proposing such public announcement cannot provide the reviewing Party with [***] days’ notice due to extraordinary circumstances, such Party will use reasonable efforts to provide the reviewing Party with the proposed public statement for comment at least [***] hours before release. Notwithstanding the foregoing in this Section 10.6 (Press Releases and Other Public Statements)9.5, a Party may make subsequent public announcements or press releases of solely of information previously publicly disclosed in accordance with this Article 10 (Confidentiality; Publications and Presentations) ARTICLE 9 without the advance written consent of the other Party, so long as (i) such subsequent public announcements or press releases are released without changes to the substantive information provided therein, (ii) are released within [***] months of the original release, and (iii) the information provided therein is still considered accurate and has not been superseded by other subsequent information known by such PartyIDEAYA. [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.
Appears in 1 contract
Samples: Collaboration, Option and License Agreement (IDEAYA Biosciences, Inc.)