Common use of Product Information Clause in Contracts

Product Information. Ardelyx recognizes that by reason of, among other things, AstraZeneca’s status as an exclusive licensee pursuant to the grants under Section 2.1, AstraZeneca has an interest in Ardelyx’s retention in confidence of information relating to the Licensed Compounds or Licensed Products, and the Exploitation thereof. Accordingly, until the expiration of AstraZeneca’s exclusive license with respect to the Licensed Compounds and Licensed Products, Ardelyx shall, and shall cause its Affiliates and their respective officers, directors, employees and agents to, keep confidential, and not publish or otherwise disclose, and not use directly or indirectly for any purpose other than to perform Ardelyx’s obligations under this Agreement, any (a) Regulatory Documentation including any Regulatory Approvals with respect to any Licensed Compound or Licensed Product, (b) Information that is either Controlled by Ardelyx or provided to Ardelyx pursuant to this Agreement relating to Licensed Patents, Sole Program Know-How owned by Ardelyx, Joints Inventions or Ardelyx Sole Invention Patents, (c) Information that is either Controlled by Ardelyx or provided to Ardelyx pursuant to this Agreement relating to the Development, Manufacture or Commercialization of Licensed Compounds or Licensed Products, or to the Regulatory Documentation or Regulatory Approvals for Licensed Compounds or Licensed Products, including development, sales or marketing plans therefor (collectively, (a), (b), and (c) “Product Information”) except, in each case, to the extent (i) the Product Information is in the public domain, prior to the Effective Date, or thereafter comes into the public domain through no fault of Ardelyx, its Affiliates or any of their respective officers, directors, employees or agents or (ii) the disclosure or use of such Product Information would be expressly permitted under Section 10.5 or is otherwise expressly authorized under this Agreement. For clarification, the disclosure or transfer by Ardelyx to AstraZeneca or by AstraZeneca to Ardelyx of any Product Information shall not cause such information to cease to be subject to the provisions of this Section 10.1. In the event this Agreement is terminated in its entirety or in a given country for any reason, this Section 10.1 shall as from the effective date of such termination have no continuing force or effect (provided that if such termination is with respect to one or several specific country(ies) only, then this Section 10.1 will have no continuing force or effect as to such specific country(ies)) and all Product Information shall be deemed to be Confidential Information of the Party that disclosed such Product Information, or on whose behalf such Product Information was disclosed, pursuant to this Agreement, for purposes of the surviving provisions of this Agreement.

Product Information. Ardelyx recognizes (a) The Parties recognize that by reason of, among other things, AstraZeneca’s status as an exclusive licensee pursuant the requirement that Sanofi exercises the Option to Continue prior to the grants license grant under Section 2.12.2 becoming effective, AstraZeneca has and Ardelyx’s grant of the exclusive Option to Continue to Sanofi, both Parties have an interest in Ardelyx’s the retention in confidence of certain information relating to the Licensed Program Compounds or Licensed and Program Products, and the Exploitation thereof. Accordingly, except as set forth in this Section 7.1(a), Section 7.3 or Section 7.5 or expressly authorized elsewhere in this Agreement, until such time as Sanofi exercises the expiration of AstraZeneca’s exclusive license Option to Continue and pays the Continuation Milestone in accordance with respect to the Licensed Compounds and Licensed Productsterms hereof, Ardelyx and Sanofi shall, and shall each cause its respective Affiliates and their respective officers, directors, employees and agents to, keep confidential, and not publish or otherwise disclose, and not use directly or indirectly for any purpose other than to perform Ardelyx’s its obligations under this Agreement, (i) any (a) Regulatory Documentation including any Regulatory Approvals with respect to any Licensed Compound or Licensed Product, (b) Information information that is either Controlled by Ardelyx or provided to Ardelyx pursuant to this Agreement relating to the Ardelyx Compounds or Licensed PatentsPatents or constituting Licensed Know-How or Joint Technology, or (ii) any information that is Controlled by Sanofi constituting Sole Program Know-How owned by ArdelyxSanofi or Joint Technology, Joints Inventions or Ardelyx relating to Sanofi Sole Invention Patents, (c) Information that is either Controlled by Ardelyx Patents or provided to Ardelyx pursuant to this Agreement relating to the Development, Manufacture or Commercialization of Licensed Program Compounds or Licensed Products, or to the Regulatory Documentation or Regulatory Approvals for Licensed Compounds or Licensed Products, including development, sales or marketing plans therefor (collectively, (a), (b), i) and (cii) “Product Information”) except, except in each case, to the extent (i) the Product Information is in the public domain, domain prior to the Effective Date, or thereafter comes into the public domain through no fault of Ardelyxeither Party, its Affiliates or any of their respective officers, directors, employees or agents or (ii) enters the disclosure or use of such Product Information would be expressly permitted under Section 10.5 or is otherwise expressly authorized under this Agreementpublic domain after the Effective Date. For clarification, the disclosure or transfer by Ardelyx to AstraZeneca Sanofi or by AstraZeneca Sanofi to Ardelyx of any Product Information shall not cause such information to cease to be subject to the provisions of this Section 10.17.1. In the event this Agreement is terminated in Notwithstanding anything herein, Sanofi shall not be restricted from using its entirety or in a given country own Product Information for any reasonpurpose, this Section 10.1 shall as from to the effective date of extent that such termination have no continuing force or effect (provided that if such termination is with respect to one or several specific country(ies) only, then this Section 10.1 will have no continuing force or effect as to such specific country(ies)) and all Product Information shall be deemed to be Confidential Information use would not constitute an infringement of the Party that disclosed such Product Information, or on whose behalf such Product Information was disclosed, pursuant to this Agreement, for purposes of the surviving provisions of this AgreementProgram Patents.

Product Information. Ardelyx FibroGen recognizes that by reason of, among other things, AstraZeneca’s status as an exclusive licensee pursuant to the grants under Section 2.17.1, AstraZeneca has an interest in ArdelyxFibroGen’s retention in confidence of information relating to the Licensed Collaboration Compounds or Licensed Products, and the Exploitation Development and Commercialization thereof. Accordingly, until during the expiration of AstraZeneca’s exclusive license with respect to the Licensed Compounds and Licensed ProductsTerm, Ardelyx FibroGen shall, and shall cause its Affiliates and their respective officers, directors, employees and agents to, keep confidential, and not publish or otherwise disclose, other than under written confidentiality and non-use terms, and not use directly or indirectly for any purpose other than to perform ArdelyxFibroGen’s obligations under this Agreement and the China Agreement, to conduct research, Development and Commercialization of Products outside the Territory pursuant to the Astellas Agreements or any Subsequent Agreement entered into pursuant to Section 7.4(c), in connection with FibroGen’s research, development and commercialization of other products, and as otherwise authorized under this Agreement (including pursuant to Section 3.10), any (a) Regulatory Documentation Material (including any Regulatory Approvals Approvals) with respect to any Licensed Collaboration Compound or Licensed Product, Product and (b) Information that is either Controlled by Ardelyx FibroGen or provided to Ardelyx pursuant to this Agreement relating to Licensed Patents, Sole Program Know-How owned by Ardelyx, Joints Inventions or Ardelyx Sole Invention Patents, (c) Information that is either Controlled by Ardelyx or provided to Ardelyx FibroGen pursuant to this Agreement relating to the Development, Manufacture Development or Commercialization of Licensed Collaboration Compounds or Licensed Products, or to the Regulatory Documentation or Regulatory Approvals for Licensed Compounds or Licensed Products, including development, sales or marketing plans therefor (collectively, (a), ) and (b), and (c) “Product Information”) ), except, in each case, to the extent (i) the Product Information is in was generally available to the public or otherwise part of the public domain, prior to the Effective Date, or thereafter comes into became generally available to the public or otherwise part of the public domain through no fault of ArdelyxFibroGen, its Affiliates or any of their respective officers, directors, employees or agents or (ii) the disclosure or use of such Product Information would be expressly permitted under Section 10.5 12.3 or is otherwise expressly authorized under this Agreement. For clarification, the disclosure or transfer by Ardelyx FibroGen to AstraZeneca or by AstraZeneca to Ardelyx FibroGen of any Product Information shall not cause such information to cease to be subject to the provisions of this Section 10.112.1. In the event this Agreement is terminated in its entirety or in a given country for any reason, this Section 10.1 12.1 shall as from the effective date of such termination have no continuing force or effect (provided that if such termination is with respect to one or several specific country(ies) only, then this Section 10.1 12.1 will have no continuing force or effect as to such specific country(ies)) and all Product Information shall be deemed to be Confidential Information of the Party that disclosed such Product Information, or on whose behalf such Product Information was disclosed, pursuant to this Agreement, FibroGen for purposes of the surviving provisions of this Agreement. For clarity, the foregoing shall not affect the Parties’ respective ownership of Product Information.

Product Information. Ardelyx recognizes that by reason ofOBI will furnish to ASI any and all Product handling manuals, among sales literature, and other things, AstraZeneca’s status as an exclusive licensee pursuant to the grants under Section 2.1, AstraZeneca has an interest in Ardelyx’s retention in confidence of applicable information relating to the Licensed Compounds Products that is reasonably necessary in OBI's discretion for ASI to formulate any other manuals, promotional materials and warning labels reasonably deemed necessary or Licensed Productsappropriate by ASI (collectively, the "Product Information"). ASI shall have the right with OBI's prior written approval, which approval shall not be unreasonably withheld or delayed to revise, or to cause OBI to revise, any such Product Information that ASI reasonably determines to be necessary or advisable, or otherwise inaccurate or misleading, and OBI will promptly incorporate such revisions into the Exploitation thereofProduct Information. AccordinglyASI shall have the right to produce, until at its expense, promotional material, Product handling manuals, instructions for use, warning labels and other written information relating to the expiration Products which is based in whole or in part on, or derived from, the Product Information supplied by OBI. OBI shall be entitled to review such information solely for the purpose of AstraZeneca’s exclusive license verifying that such information (a) is consistent with the Product Information and Product Approvals, (b) contains no material inaccuracies with respect to a Product's performance/use or the Product Information, (c) does not disclose material Confidential Information of OBI; and (d) does not, in OBI's reasonable discretion, make claims about the performance or use of the Product beyond those contained in the Product Information, except to the extent otherwise authorized by OBI, and OBI shall be entitled to prohibit ASI from disseminating any such information prepared by ASI to the extent such information (i) is inconsistent with the Product Information or any Product Approvals, (ii) contains material inaccuracies with respect to the Licensed Compounds and Licensed Products, Ardelyx shall, and shall cause its Affiliates and their respective officers, directors, employees and agents to, keep confidential, and not publish Product's performance/use or otherwise disclose, and not use directly or indirectly for any purpose other than to perform Ardelyx’s obligations under this Agreement, any (a) Regulatory Documentation including any Regulatory Approvals with respect to any Licensed Compound or Licensed Productthe Product Information, (biii) Information that is either Controlled by Ardelyx or provided to Ardelyx pursuant to this Agreement relating to Licensed Patents, Sole Program Know-How owned by Ardelyx, Joints Inventions or Ardelyx Sole Invention Patents, (c) Information that is either Controlled by Ardelyx or provided to Ardelyx pursuant to this Agreement relating to the Development, Manufacture or Commercialization of Licensed Compounds or Licensed Products, or to the Regulatory Documentation or Regulatory Approvals for Licensed Compounds or Licensed Products, including development, sales or marketing plans therefor (collectively, (a), (b), and (c) “Product Information”) except, in each case, to the extent (i) the Product Information is in the public domain, prior to the Effective Date, or thereafter comes into the public domain through no fault of Ardelyx, its Affiliates or any of their respective officers, directors, employees or agents or (ii) the disclosure or use of such Product Information would be expressly permitted under Section 10.5 or is otherwise expressly authorized under this Agreement. For clarification, the disclosure or transfer by Ardelyx to AstraZeneca or by AstraZeneca to Ardelyx of any Product Information shall not cause such information to cease to be subject to the provisions of this Section 10.1. In the event this Agreement is terminated in its entirety or in a given country for any reason, this Section 10.1 shall as from the effective date of such termination have no continuing force or effect (provided that if such termination is with respect to one or several specific country(ies) only, then this Section 10.1 will have no continuing force or effect as to such specific country(ies)) and all Product Information shall be deemed to be discloses material Confidential Information of OBI, or (iv) makes unauthorized claims about the Party performance of the Product that disclosed such are not contained in the Product Information, or on whose behalf such Product Information was disclosed, pursuant to this Agreement, for purposes of the surviving provisions of this Agreement.

Product Information. Ardelyx recognizes that by reason ofOBI will furnish to ASI any and all Product handling manuals, among sales literature, and other things, AstraZeneca’s status as an exclusive licensee pursuant to the grants under Section 2.1, AstraZeneca has an interest in Ardelyx’s retention in confidence of applicable information relating to the Licensed Compounds Products that is reasonably necessary in OBI’s discretion for ASI to formulate any other manuals, promotional materials and warning labels reasonably deemed necessary or Licensed Productsappropriate by ASI (collectively, the “Product Information”). ASI shall have the right with OBI’s prior written approval, which approval shall not be unreasonably withheld or delayed to revise, or to cause OBI to revise, any such Product Information that ASI reasonably determines to be necessary or advisable, or otherwise inaccurate or misleading, and OBI will promptly incorporate such revisions into the Exploitation thereofProduct Information. AccordinglyASI shall have the right to produce, until at its expense, promotional material, Product handling manuals, instructions for use, warning labels and other written information relating to the expiration Products which is based in whole or in part on, or derived from, the Product Information supplied by OBI. OBI shall be entitled to review such information solely for the purpose of AstraZenecaverifying that such information (a) is consistent with the Product Information and Product Approvals, (b) contains no material inaccuracies with respect to a Product’s exclusive license performance/use or the Product Information, (c) does not disclose material Confidential Information of OBI; and (d) does not, in OBI’s reasonable discretion, make claims about the performance or use of the Product beyond those contained in the Product Information, except to the extent otherwise authorized by OBI, and OBI shall be entitled to prohibit ASI from disseminating any such information prepared by ASI to the extent such information (i) is inconsistent with the Product Information or any Product Approvals, (ii) contains material inaccuracies with respect to the Licensed Compounds and Licensed Products, Ardelyx shall, and shall cause its Affiliates and their respective officers, directors, employees and agents to, keep confidential, and not publish Product’s performance/use or otherwise disclose, and not use directly or indirectly for any purpose other than to perform Ardelyx’s obligations under this Agreement, any (a) Regulatory Documentation including any Regulatory Approvals with respect to any Licensed Compound or Licensed Productthe Product Information, (biii) Information that is either Controlled by Ardelyx or provided to Ardelyx pursuant to this Agreement relating to Licensed Patents, Sole Program Know-How owned by Ardelyx, Joints Inventions or Ardelyx Sole Invention Patents, (c) Information that is either Controlled by Ardelyx or provided to Ardelyx pursuant to this Agreement relating to the Development, Manufacture or Commercialization of Licensed Compounds or Licensed Products, or to the Regulatory Documentation or Regulatory Approvals for Licensed Compounds or Licensed Products, including development, sales or marketing plans therefor (collectively, (a), (b), and (c) “Product Information”) except, in each case, to the extent (i) the Product Information is in the public domain, prior to the Effective Date, or thereafter comes into the public domain through no fault of Ardelyx, its Affiliates or any of their respective officers, directors, employees or agents or (ii) the disclosure or use of such Product Information would be expressly permitted under Section 10.5 or is otherwise expressly authorized under this Agreement. For clarification, the disclosure or transfer by Ardelyx to AstraZeneca or by AstraZeneca to Ardelyx of any Product Information shall not cause such information to cease to be subject to the provisions of this Section 10.1. In the event this Agreement is terminated in its entirety or in a given country for any reason, this Section 10.1 shall as from the effective date of such termination have no continuing force or effect (provided that if such termination is with respect to one or several specific country(ies) only, then this Section 10.1 will have no continuing force or effect as to such specific country(ies)) and all Product Information shall be deemed to be discloses material Confidential Information of OBI, or (iv) makes unauthorized claims about the Party performance of the Product that disclosed such are not contained in the Product Information, or on whose behalf such Product Information was disclosed, pursuant to this Agreement, for purposes of the surviving provisions of this Agreement.