Publicity Review. Subject to the further provisions of this Section, no Party shall originate any written publicity, news release, or other announcement or statement relating to this Agreement or to performance hereunder or the existence of an arrangement between the Parties (collectively, "Written Disclosure"), without the prior prompt review and written approval of the other, which approval shall not be unreasonably withheld or delayed. Notwithstanding the foregoing provisions of this Section, any Party may make any public Written Disclosure it believes in good faith based upon the advice of counsel is required by applicable law or any listing or trading agreement concerning its publicly traded securities, provided that prior to making such Written Disclosure, the disclosing Party shall provide the other Party with a copy of the materials proposed to be disclosed and provide the receiving Party with an opportunity to promptly review the proposed Written Disclosure. To the extent that the receiving Party reasonably requests that any information in the materials proposed to be disclosed be deleted, the disclosing Party shall request confidential treatment of such information pursuant to Rule 406 of the Securities Act of 1933 or Rule 26b-2 of the Securities Exchange Act of 1934, as applicable (or any other applicable regulation relating to the confidential treatment of information), so that there be omitted from the materials that are publicly filed any information that the receiving Party reasonably requests to be deleted. The terms of this Agreement may also be disclosed to (i) government agencies where required by law, or (ii) Third Parties with the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed, so long as such disclosure is made under a binder of confidentiality and so long as highly sensitive terms and conditions such as financial terms are extracted from the Agreement or not disclosed upon the request of the other Party. All Written Disclosures shall be factual and as brief as is reasonable under the circumstances. Upon request by either Party, the Parties agree to prepare a mutually agreed press release and question and answer document with respect to this Agreement. Each Party agrees that all Written Disclosures and oral statements relating hereto shall be consistent with the answers specified in such question and answer document.
Appears in 3 contracts
Samples: Patent License and Option Agreement (Hybridon Inc), Patent License Agreement (Hybridon Inc), Hybridon Inc
Publicity Review. Subject to the further provisions of this SectionArticle 8.2, no Party shall originate any written publicity, news release, or other public announcement or statement relating to this Agreement or to the performance hereunder or the existence of an arrangement between the Parties (collectively, "Written Disclosure"), without the prior prompt review and written approval of the other, which approval shall not be unreasonably withheld withheld. In addition, each Party agrees to submit to the other Party, for prompt review and written approval, any question and answer sheet or delayedsimilar materials ("Q & A") prior to using such materials in connection with oral disclosures. With regard to any proposed Written Disclosure or Q & A by Myogen, HMR shall take into consideration that Myogen is a specialized privately held company and as such will find it important to provide ongoing information about this Agreement and the status of the Collaboration Agreement to investors or potential investors. Recognizing that it is impractical to have each oral disclosure reviewed in advance, the Parties agree that oral disclosures by any Party of information which is immaterial and which relates to this Agreement, or to performance [*#*]CONFIDENTIAL TREATMENT REQUESTED hereunder or the existence of an arrangement between the Parties, shall be generally consistent with previously approved Written Disclosures or Q & A's. Notwithstanding the foregoing provisions of this SectionArticle 8.2, any Party may make any public Written Disclosure it believes in good faith based upon the advice of counsel is required by applicable law or any listing or trading agreement concerning its publicly publicly-traded securitiessecurities based upon the written advice of counsel, provided that prior to making such Written Disclosure, the disclosing Party shall provide the other Party with a copy of the materials proposed to be disclosed and provide the receiving Party with an opportunity to promptly review the proposed Written Disclosure. To the extent that the receiving reviewing Party reasonably requests that any information in the materials proposed to be disclosed Written Disclosure be deleted, the disclosing Party shall request take reasonable action to avoid disclosure, where possible, including requesting confidential treatment of such information pursuant to Rule 406 of the Securities Act of 1933 or Rule 26b-2 of the Securities Exchange Act of 1934, as applicable (or any other applicable regulation relating to the confidential treatment of information), so that there be omitted from the materials that are publicly filed any information that the receiving Party reasonably requests to be deleted. The terms of this Agreement may also be disclosed to (i) government agencies where required by law, or (ii) Third Parties with the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed, so long as such disclosure is made under a binder of confidentiality and so long as highly sensitive terms and conditions such as financial terms are extracted from the Agreement or not disclosed upon the request of the other Party. All Written Disclosures shall be factual and as brief as is reasonable under the circumstances. Upon request by either Party, the Parties agree to prepare a mutually agreed press release and question and answer document with respect to this Agreement. Each Party agrees that all Written Disclosures and oral statements relating hereto shall be consistent with the answers specified in such question and answer document.
Appears in 3 contracts
Samples: License Agreement (Myogen Inc), License Agreement (Myogen Inc), License Agreement (Myogen Inc)
Publicity Review. Subject Until such time as Sanofi exercises the Option to Continue and Ardelyx has received the further provisions of this SectionContinuation Milestone, no Party shall originate any written publicity, news release, or other announcement or statement (relating to this Agreement or to performance hereunder or the existence of an arrangement between the Parties (collectively, "“Written Disclosure"”), without the prior prompt review and written approval of the other, which approval shall not be unreasonably withheld withheld. After exercise of the Option to Continue, either Party may make any Written Disclosure with regard to the Exploitation of the Program Compounds and Program Products in the ordinary course of business; provided that the disclosing party shall submit to the other party’s prior prompt review and written approval (not to be unreasonably withheld, delayed or delayedconditioned) any Written Disclosure in relation to [***]. Notwithstanding anything to the foregoing provisions of contrary in this SectionSection 10.2, any Party may make any public Written Disclosure it believes in good faith based upon the advice of counsel is required by applicable law Applicable Laws or any listing or trading agreement concerning its publicly traded securities, provided that that, prior to making such Written Disclosure, the disclosing Party shall where reasonably practicable provide the other Party with a copy of the materials proposed to be disclosed and provide the receiving Party with an opportunity to promptly review and comment on the proposed Written Disclosure. To the extent that the receiving Party reasonably requests that any information in the materials proposed to be disclosed be deleted, the disclosing Party shall use reasonable efforts to request confidential [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. treatment of such information pursuant to Rule 406 of the Securities Act of 1933 or Rule 26b-2 24b-2 of the Securities Exchange Act of 1934, as applicable (or any other applicable regulation relating to the confidential treatment of information), ) so that there be omitted from the materials that are publicly filed any information that the receiving Party reasonably requests to be deleted, to the extent permitted by the applicable government agency, are omitted from such materials. The terms of this Agreement may also be disclosed to (ia) government agencies where required by lawApplicable Laws, provided that the Party making such disclosure seeks a protective order or confidential treatment of this Agreement to the extent allowed under Applicable Laws, (b) Third Parties having a need to know such information for purposes of performing under this Agreement or advising a Party with respect to its performance under this Agreement or its business or legal obligations, or (iic) Third Parties with the prior written consent Party investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the other Partyassets to which this Agreement relates; provided, which consent that, disclosures under subsections (b) or (c) shall not be unreasonably withheld or delayed, so long as such disclosure is made under a binder written obligation of confidentiality and so long the Party having made such disclosures shall be liable to the other Party for any breach of such confidentiality obligation by the relevant Third Party recipient; and provided further that any disclosure made by Ardelyx as highly sensitive terms per subsection (c) to a [***] shall be made in compliance with the process described in Exhibit F hereto. Notwithstanding the foregoing, Ardelyx intends to issue a press release regarding the transaction contemplated by this Agreement, the contents of such press release to be mutually agreed by the Parties in writing (as soon as reasonably practicable after the Effective Date and conditions such as financial terms are extracted from prior to the Agreement or not disclosed upon publication thereof) substantially in the request form of the other Party. All Written Disclosures shall be factual and draft press release attached hereto as brief Exhibit D, subject to such additional modifications as is reasonable under the circumstances. Upon request by either Party, the Parties agree to prepare a may mutually agreed press release and question and answer document with respect to this Agreement. Each Party agrees that all Written Disclosures and oral statements relating hereto shall be consistent with the answers specified in such question and answer documentagree.
Appears in 3 contracts
Samples: License Option and License Agreement (Ardelyx, Inc.), License Option and License Agreement (Ardelyx, Inc.), License Option and License Agreement (Ardelyx, Inc.)
Publicity Review. Subject to the further provisions of this SectionSection 13.2, no Party shall originate any written publicity, news release, or other announcement or statement relating to this Agreement or to performance hereunder or the existence of an arrangement between the Parties (collectively, "“Written Disclosure"”), without the prior prompt review and written approval of the other, which approval shall not be unreasonably withheld or delayedwithheld. Notwithstanding the foregoing provisions of this SectionSection 13.2, any Party may make any public Written Disclosure it believes in good faith based upon the advice of counsel is required by applicable law Applicable Laws or any listing or trading agreement concerning its publicly traded securities, provided that that, prior to making such Written Disclosure, the disclosing Party shall where reasonably practicable provide the other Party with a copy of the materials proposed to be disclosed and provide the receiving Party with an opportunity to promptly review and comment on the proposed Written Disclosure. To the extent that the receiving Party reasonably requests that any information in the materials proposed to be disclosed be deleted, the disclosing Party shall use reasonable efforts to request confidential treatment of such information pursuant to Rule 406 of the Securities Act of 1933 or Rule 26b-2 24b-2 of the Securities Exchange Act of 1934, as applicable (or any other applicable regulation relating to the confidential treatment of information), ) so that there be omitted from the materials that are publicly filed any information that the receiving Party reasonably requests to be deleted, to the extent permitted by the applicable government agency, are omitted from such materials. The terms of this Agreement may also be disclosed to (ia) government agencies where required by lawApplicable Laws, provided that the Party making such disclosure seeks a protective order or confidential treatment of this Agreement to the extent allowed under Applicable Laws, (b) Third Parties having a need to know such information for purposes of performing under this Agreement or advising a Party with respect to its performance under this Agreement or its business or legal obligations, or (iic) Third Parties with the prior written consent Party investment bankers, financial advisors, actual or potential Third Party partners, investors, licensees, sublicensees or acquirers of all or substantially all of the other Partyassets to which this Agreement relates; provided, which consent that, disclosures under subsections (b) or (c) shall not be unreasonably withheld or delayed, so long as such disclosure is made under a binder or equivalent obligation of confidentiality and so long as highly sensitive terms and conditions the Party having made such as financial terms are extracted from the Agreement or not disclosed upon the request of disclosures shall be liable to the other PartyParty for any breach of such confidentiality obligation by the relevant Third Party recipient. All Written Disclosures shall be factual and as brief as is reasonable under Notwithstanding the circumstances. Upon request by either Partyforegoing, the Parties agree intend to prepare issue a joint press release regarding the transaction contemplated by this Agreement, the contents of such press release to be mutually agreed by the Parties in writing (as soon as reasonably practicable after the Effective Date and prior to any publication thereof) substantially in the form of the draft press release and question and answer document attached hereto as Exhibit N, subject to such additional modifications as the Parties may mutually agree. The Parties additionally intend to issue jointly press releases regarding material events occurring with respect to the Development or Commercialization of Licensed Products pursuant to this Agreement. Each Party agrees that all Written Disclosures Such material events may include without limitation the commencement or Completion of a pivotal Clinical Trial for Licensed Products, the filing of a Drug Approval Application, and oral statements relating hereto the receipt of Regulatory Approval for Licensed Products. The content of any such press releases shall be consistent with agreed upon by the answers specified Parties in advance of any such question and answer documentannouncement being provided to any Third Party.
Appears in 3 contracts
Samples: License Agreement (Ardelyx, Inc.), License Agreement (Ardelyx, Inc.), License Agreement (Ardelyx, Inc.)
Publicity Review. Subject to the further provisions ---------------- of this Section, no Party shall originate any written publicity, news release, or other announcement or statement relating to this Agreement or to performance hereunder or the existence of an arrangement between the Parties (collectively, "Written Disclosure"), without the prior prompt review and written approval of ------------------ the other, which approval shall not be unreasonably withheld or delayed. Notwithstanding the foregoing provisions of this SectionSection 10.06, any Party may make any public Written Disclosure it believes in good faith based upon the advice of counsel is required by applicable law or any listing or trading agreement concerning its publicly traded securities, provided that prior to making such Written Disclosure, the disclosing Party shall provide the other Party with a copy of the materials proposed to be disclosed and provide the receiving Party with an opportunity to promptly review the proposed Written Disclosure. To the extent that the receiving Party reasonably requests that any information in the materials proposed to be disclosed be deleted, the disclosing Party shall request confidential treatment of such information pursuant to Rule 406 of the Securities Act of 1933 or Rule 26b-2 of the Securities Exchange Act of 1934, as applicable (or any other applicable regulation relating to the confidential treatment of information), so that there be omitted from the materials that are publicly filed any information that the receiving Party reasonably requests to be deleted. The terms of this Agreement may also be disclosed to (i) government agencies where required by law, or (ii) Third Parties with the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed, so long as such disclosure is made under a binder of confidentiality and so long as highly sensitive terms and conditions such as financial terms are extracted from the Agreement or not disclosed upon the request of the other Party. All Written Disclosures shall be factual and as brief as is reasonable under the circumstances. Upon request by either Party, the Parties agree to prepare a mutually agreed press release and question and answer document with respect to this Agreement. Each Party agrees that all Written Disclosures and oral statements relating hereto shall be consistent with the answers specified in such question and answer document.
Appears in 2 contracts
Samples: Collaboration and License Agreement (Cell Therapeutics Inc), Collaboration and License Agreement (Cell Therapeutics Inc)
Publicity Review. Subject to the further provisions of this Section, no Neither Party shall originate any written publicity, news release, release or other announcement or statement relating to the announcement or terms of this Agreement or to performance hereunder or the existence of an arrangement between the Parties (collectively, "a “Written Disclosure"”), without the prior prompt review and written approval of the otherother Party, which approval shall not be unreasonably withheld withheld, delayed or delayedconditioned. Notwithstanding the foregoing provisions of this Sectionforegoing, any either Party may make any public Written Disclosure it believes in good faith based upon the advice of counsel is required by applicable law law, rule or regulation or any listing or trading agreement concerning its or its Affiliates’ publicly traded securities; provided, provided however, that such Written Disclosure shall minimize to the extent possible the financial information disclosed, and that prior to making such Written Disclosure, the disclosing Party shall provide to the other Party with a copy of the materials proposed to be disclosed and provide the receiving Party with an opportunity to promptly review the proposed Written Disclosure. To Notwithstanding the extent that the receiving Party reasonably requests that any information in the materials proposed to be disclosed be deletedforegoing, the disclosing Parties have agreed upon a joint press release to announce the execution of this Agreement, together with a corresponding Question & Answer outline for use in responding to inquiries about the Agreement which is at Exhibit 20.9; thereafter, Astellas and NGX may each disclose the information contained in such press release and Question & Answer outline without the need for further approval by the other. In addition, notwithstanding anything to the contrary, each Party shall request confidential treatment of such information pursuant have the right to Rule 406 of disclose the Securities Act of 1933 or Rule 26b-2 of the Securities Exchange Act of 1934, as applicable (or any other applicable regulation relating to the confidential treatment of information), so that there be omitted from the materials that are publicly filed any information that the receiving Party reasonably requests to be deleted. The existence and terms of this Agreement may also be disclosed to (i) government agencies where as required by law; or as advisable or required in connection with any government or regulatory filings, or (ii) Third Parties including without limitation filings with the U.S. Security and Exchange Commission provided that NGX provides Astellas with a reasonable period to review the redactions of any confidential information prior written consent of to submission to the other Party, which consent shall not be unreasonably withheld U.S. Security and Exchange Commission; or delayed, so long as such disclosure is made under a binder reasonable obligations of confidentiality to its financial, legal and so long as highly sensitive terms other advisors, auditors, potential or actual investors, acquisition partners, and conditions such as financial terms are extracted from the Agreement or not disclosed upon the request of the other Party. All Written Disclosures shall be factual and as brief as is reasonable under the circumstances. Upon request by either Party, the Parties agree others on a need to prepare a mutually agreed press release and question and answer document with respect to this Agreement. Each Party agrees that all Written Disclosures and oral statements relating hereto shall be consistent with the answers specified in such question and answer documentknow basis.
Appears in 2 contracts
Samples: Financing Agreement (NeurogesX Inc), Commercial Supply and License Agreement (NeurogesX Inc)
Publicity Review. Subject to the further provisions of this SectionSection and Section 13.04, no Party shall originate any written publicity, news release, or other announcement or statement relating to this Agreement or to performance hereunder or the existence of an arrangement between the Parties (collectively, "Written DisclosureWRITTEN DISCLOSURE"), without the prior prompt review and written approval of the other, which approval shall not be unreasonably withheld or delayed. Notwithstanding the foregoing provisions of this SectionSection 10.06, any Party may make any public Written Disclosure it believes in good faith based upon the advice of counsel is required by applicable law or any listing or trading agreement concerning its publicly traded securities, provided that prior to making such Written Disclosure, the disclosing Party shall provide the other Party with a copy of the materials proposed to be disclosed and provide the receiving Party with an opportunity to promptly review the proposed Written Disclosure. To the extent that the receiving Party reasonably requests that any information in the materials proposed to be disclosed be deleted, the disclosing Party shall request confidential treatment of such information pursuant to Rule 406 of the Securities Act of 1933 or Rule 26b-2 of the Securities Exchange Act of 1934, as applicable (or any other applicable regulation relating to the confidential treatment of information), so that there be omitted from the materials that are publicly filed any information that the receiving Party reasonably requests to be deleted. The terms of this Agreement may also be disclosed to (i) government agencies where required by law, or (ii) Third Parties with the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed, so long as such disclosure is made under a binder of confidentiality and so long as highly sensitive terms and conditions such as financial terms are extracted from the Agreement or not disclosed upon the request of the other Party. All Written Disclosures shall be factual and as brief as is reasonable under the circumstances. Upon request by either Party, the Parties agree to prepare a mutually agreed press release and question and answer document with respect to this Agreement. Each Party agrees that it will use reasonable efforts to cause all Written Disclosures and oral statements relating hereto shall to be consistent with the answers specified in such question and answer document.
Appears in 2 contracts
Samples: License Agreement (Alliance Pharmaceutical Corp), License Agreement (Alliance Pharmaceutical Corp)
Publicity Review. Subject to the further provisions of this SectionSection 10.02, no Party shall originate any written publicity, news release, or other announcement or statement relating to this Agreement or to performance hereunder or the existence of an arrangement between the Parties (collectively, "“Written Disclosure"”), without the prior prompt review of a copy of the materials proposed to be disclosed and written approval of the otherother Party. This Section 10.02, which approval shall not be unreasonably withheld or delayedprohibit the disclosure under Section 7.04(a). Notwithstanding the foregoing provisions of this SectionSection 10.02, any each Party may make any public Written Disclosure it believes in good faith based upon the advice of counsel is required by applicable law under the Securities Laws of the United States, Hong Kong SAR or P. R. China, or any listing or trading agreement concerning its publicly traded securities, or under any applicable securities laws, or any rule or order of stock exchange; provided that that, prior to making such Written Disclosure, the disclosing Party Revance or Fosun shall where reasonably practicable provide the other Party with a copy of the materials proposed to be disclosed and provide the receiving Party with an opportunity to promptly review and comment on the proposed Written Disclosure. To the extent that the receiving Party Fosun reasonably requests that any information in the materials proposed to be disclosed be deleted, the disclosing Party Revance shall use reasonable efforts to request confidential treatment of such information pursuant to Rule 406 of the Securities Act of 1933 or Rule 26b-2 24b-2 of the Securities Exchange Act of 1934, as applicable (or any other applicable regulation relating to the confidential treatment of information), ) so that there be omitted from the materials that are publicly filed any information that the receiving Party Fosun reasonably requests to be deleted, to the extent permitted by the applicable government agency, are omitted from such materials. The terms Notwithstanding the foregoing, each Party may issue an individual press release regarding the transaction contemplated by this Agreement; and the contents of this Agreement may also such press release may, in each Party’s discretion, be disclosed substantially similar to (i) government agencies where required by lawthe press release attached at Exhibit C hereto. For clarity, Revance shall have the right to issue press releases and other public announcements regarding the Development or (ii) Third Parties with Commercialization of the Product outside of the Territory without the prior review or written consent approval of the other Party, which consent shall not be unreasonably withheld or delayed, so long as such disclosure is made under a binder of confidentiality and so long as highly sensitive terms and conditions such as financial terms are extracted from the Agreement or not disclosed upon the request of the other Party. All Written Disclosures shall be factual and as brief as is reasonable under the circumstances. Upon request by either Party, the Parties agree to prepare a mutually agreed press release and question and answer document with respect to this Agreement. Each Party agrees that all Written Disclosures and oral statements relating hereto shall be consistent with the answers specified in such question and answer documentFosun.
Appears in 1 contract
Publicity Review. Subject to the further provisions of this SectionSection 10.02, no Party shall originate any written publicity, news release, or other announcement or statement relating to this Agreement or to performance hereunder or the existence of an arrangement between the Parties (collectively, "“Written Disclosure"”), without the prior prompt review and written approval of the other, which approval shall not be unreasonably withheld or delayed. The disclosing Party shall provide the other Party with a copy of the materials proposed to be disclosed at least [***] ([***]) Business Days prior to the proposed Written Disclosure. Notwithstanding the foregoing provisions of this SectionSection 10.02, any Party may make any public Written Disclosure Disclosure, it believes in good faith based upon the advice of counsel is counsel, to be required by applicable law Applicable Laws or any listing or trading agreement concerning its publicly traded securities, provided that that, at least [***] ([***]) Business Days prior to making such Written Disclosure, the disclosing Party shall provide the other Party with a copy of the materials proposed to be disclosed and provide the receiving Party with an opportunity to promptly review and comment on the proposed Written Disclosure. To the extent that the receiving Party reasonably requests that any information in the materials proposed to be disclosed be deleted, the disclosing Party shall use reasonable efforts to request confidential treatment of such information pursuant to Rule 406 of the Securities Act of 1933 or Rule 26b-2 of the Securities Exchange Act of 1934, as applicable (or any other applicable regulation relating to the confidential treatment of information), Applicable Laws so that there be omitted from the materials that are publicly filed any information that the receiving Party reasonably requests to be deleted, to the extent permitted by the applicable government agency, are omitted from such materials. The terms of this Agreement may also be disclosed to (i) government agencies where required by lawApplicable Laws, or (ii) Third Parties with provided that the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed, so long as Party making such disclosure is made shall seek a protective order or confidential treatment of this Agreement to the extent allowed under a binder of confidentiality and so long as highly sensitive terms and conditions such as financial terms are extracted from Applicable Laws, Notwithstanding the Agreement or not disclosed upon the request of the other Party. All Written Disclosures shall be factual and as brief as is reasonable under the circumstances. Upon request by either Partyforegoing, the Parties agree intend to prepare issue a joint press release regarding the transaction contemplated by this Agreement, the contents of such press release to be mutually agreed by the Parties in writing (prior to the Effective Date and prior to any publication thereof), subject to such additional modifications as the Parties may mutually agree. For clarity, Ardelyx shall have the right to issue press release releases and question and answer document with respect to this Agreement. Each Party agrees that all Written Disclosures and oral statements relating hereto shall be consistent with other public announcements regarding the answers specified in such question and answer documentDevelopment or Commercialization of Licensed Products outside of the Territory and/or outside of the Field without the prior review or written approval of KHK.
Appears in 1 contract
Samples: License Agreement (Ardelyx, Inc.)
Publicity Review. Subject to the further provisions of this Section, no Neither Party shall originate any written publicity, news release, release or other announcement or statement relating to the announcement or terms of this Agreement or [*] Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to performance hereunder or Rule 24b-2 of the existence Securities Exchange Act of an arrangement between the Parties 1934, as amended. CONFIDENTIAL – EXECUTION VERSION (collectively, "a “Written Disclosure"”), without the prompt prior prompt review and written approval of the otherother Party, which approval shall not be unreasonably withheld or delayed. Notwithstanding the foregoing provisions of this Sectionforegoing, any either Party may make any public Written Disclosure it believes in good faith based upon the advice of counsel is required by applicable law law, rule or regulation or any listing or trading agreement concerning its or its Affiliates’ publicly traded securities; provided, provided however, that such Written Disclosure shall minimize to the extent possible the financial information disclosed, and that prior to making such Written Disclosure, the disclosing Party shall provide to the other Party with a copy of the materials proposed to be disclosed and provide the receiving Party with an opportunity to promptly review the proposed Written Disclosure. To Notwithstanding the extent that the receiving Party reasonably requests that any information in the materials proposed to be disclosed be deletedforegoing, the disclosing Party Parties shall request confidential treatment of such information pursuant agree upon a press release to Rule 406 of announce the Securities Act of 1933 or Rule 26b-2 of the Securities Exchange Act of 1934, as applicable (or any other applicable regulation relating to the confidential treatment of information), so that there be omitted from the materials that are publicly filed any information that the receiving Party reasonably requests to be deleted. The terms execution of this Agreement substantially in the form attached as Exhibit C; thereafter, ASLAN and Array may also be disclosed each disclose to (i) government agencies where required by law, or (ii) Third Parties with the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed, so long as information contained in such disclosure is made under a binder of confidentiality and so long as highly sensitive terms and conditions such as financial terms are extracted from the Agreement or not disclosed upon the request of the other Party. All Written Disclosures shall be factual and as brief as is reasonable under the circumstances. Upon request by either Party, the Parties agree to prepare a mutually agreed press release and question and answer document (or in any other subsequent public announcement, press release or other public disclosure made in accordance with respect to this Agreement. Each Party agrees that all Written Disclosures and oral statements relating hereto shall be consistent with Article 12) without the answers specified in such question and answer documentneed for further approval by the other.
Appears in 1 contract
Publicity Review. Subject to the further provisions of this SectionSection ---------------- 5.3, no Party shall originate any written publicity, news release, or other announcement or statement relating to this Agreement or to performance hereunder or thereunder or the existence of an arrangement between the Parties (collectively, "Written Disclosure"), without the prior prompt review and written approval of ------------------ the other, which approval shall not be unreasonably withheld or delayed. Notwithstanding the foregoing provisions of this SectionSection 5.3, any Party may make any public Written Disclosure it believes in good faith faith, based upon the advice opinion of outside counsel (which counsel shall be reasonably acceptable to the other Party), is required by applicable law or any listing or trading agreement concerning its publicly traded securities, provided that prior to making such Written Disclosure, the disclosing Party shall provide the other Party with a copy of the materials proposed to be disclosed and provide the receiving Party with an opportunity to promptly review the proposed Written Disclosure. The disclosing Party shall make any changes reasonably requested by the receiving Party. To the extent that the receiving Party reasonably requests that any information in the materials proposed to be disclosed be deleted, changed or otherwise modified, the disclosing Party shall make any such deletions, changes or modifications and, in the event of a request to delete information required to be filed, request confidential treatment of such information pursuant to Rule 406 of the Securities Act of 1933 or Rule 26b-2 24b-2 of the Securities Exchange Act of 1934, as applicable (or any other applicable regulation relating to the confidential treatment of information), ) so that there be omitted from the materials that are publicly filed any information that the receiving Party reasonably requests to be deleted. The terms of this Agreement may also be disclosed to (i) government agencies where required by law, or (ii) Third Parties with the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed, so long as such disclosure is made under an agreement of confidentiality. Once a binder of confidentiality and so long as highly sensitive terms and conditions such as financial terms are extracted from the Agreement or not disclosed upon the request of the other Party. All Written Disclosures shall "Disclosure" is approved, it can be factual and as brief as is reasonable under the circumstances. Upon request reused by either Party, the Parties agree to prepare a mutually agreed press release and question and answer document with respect to this Agreement. Each Party agrees that all Written Disclosures and oral statements relating hereto shall be consistent with the answers specified in such question and answer document.
Appears in 1 contract
Samples: Collaborative Pronet Research and License Agreement (Myriad Genetics Inc)
Publicity Review. Subject to the further provisions of this SectionSection 10.02, no Party shall originate any written publicity, news release, or other announcement or statement relating to this Agreement or to performance hereunder or the existence of an arrangement between the Parties (collectively, "“Written Disclosure"”), without the prior prompt review of a copy of the materials proposed to be disclosed and written approval of the other, which approval other Party. This Section 10.02 shall not be unreasonably withheld or delayedprohibit the disclosure under Section 7.04(a). Notwithstanding the foregoing provisions of this SectionSection 10.02, any each Party may make any public Written Disclosure it believes in good faith based upon the advice of counsel is required by applicable law under the Securities Laws of the United States, Hong Kong SAR or P. R. China, or any listing or trading agreement concerning its publicly traded securities, or under any applicable securities laws, or any rule or order of stock exchange; provided that that, prior to making such Written Disclosure, the disclosing Party shall Aadi or EOC shall, where reasonably practicable and legally permitted, provide the other Party with a copy of the materials proposed to be disclosed and provide the receiving Party with an opportunity to promptly review and comment on the proposed Written Disclosure. To the extent that the receiving Party EOC reasonably requests that any information in the materials proposed to be disclosed be deleted, the disclosing Party Aadi shall use reasonable efforts to request confidential treatment of such information pursuant to Rule 406 of the Securities Act of 1933 or Rule 26b-2 24b-2 of the Securities Exchange Act of 1934, as applicable (or any other applicable regulation relating to the confidential treatment of information), ) so that there be omitted from the materials that are publicly filed any information that the receiving Party EOC reasonably requests to be deleted. The terms , to the extent permitted by the applicable government agency, are omitted from such materials.. For clarity, Aadi shall have the right to issue press releases and other public announcements regarding the Development or Commercialization of this Agreement may also be disclosed to (i) government agencies where required by law, or (ii) Third Parties with the Product outside of the Territory without the prior review or written consent approval of the other Party, which consent shall not be unreasonably withheld or delayed, so long as such disclosure is made under a binder of confidentiality and so long as highly sensitive terms and conditions such as financial terms are extracted from the Agreement or not disclosed upon the request of the other Party. All Written Disclosures shall be factual and as brief as is reasonable under the circumstances. Upon request by either Party, the Parties agree to prepare a mutually agreed press release and question and answer document with respect to this Agreement. Each Party agrees that all Written Disclosures and oral statements relating hereto shall be consistent with the answers specified in such question and answer documentEOC.
Appears in 1 contract
Publicity Review. Subject to the further provisions of this SectionSection 10.02, no Party shall originate any written publicity, news release, or other announcement or statement relating to this Agreement or to performance hereunder or the existence of an arrangement between the Parties (collectively, "“Written Disclosure"”), without the prior prompt review of a copy of the materials proposed to be disclosed and written approval of the otherother Party. This Section 10.02, which approval shall not be unreasonably withheld or delayedprohibit the disclosure under Section 7.04(a). Notwithstanding the foregoing provisions of this SectionSection 10.02, any each Party may make any public Written Disclosure it believes in good faith based upon the advice of counsel is required by applicable law under the Securities Laws of the United States, Hong Kong SAR or P. R. China, or any listing or trading agreement concerning its publicly traded securities, or under any applicable securities laws, or any rule or order of stock exchange; provided that that, prior to making such Written Disclosure, the disclosing Party shall Sutro or Licensee shall, where reasonably practicable and legally permitted, provide the other Party with a copy of the materials proposed to be disclosed and provide the receiving Party with an opportunity to promptly review and comment on the proposed Written Disclosure. To the extent that the receiving Party Licensee reasonably requests that any information in the materials proposed to be disclosed be deleted, the disclosing Party Sutro shall use reasonable efforts to request confidential treatment of such information pursuant to Rule 406 of the Securities Act of 1933 or Rule 26b-2 24b-2 of the Securities Exchange Act of 1934, as applicable (or any other applicable regulation relating to the confidential treatment of information), ) so that there be omitted from the materials that are publicly filed any information that the receiving Party Licensee reasonably requests to be deleted, to the extent permitted by the applicable government agency, are omitted from such materials. The terms of Notwithstanding the foregoing, each Party may issue an individual press release regarding the transaction contemplated by this Agreement may also be disclosed Agreement, subject to (i) government agencies where required by law, or (ii) Third Parties with the prior written consent of the other Party’s right to review and comment such press release prior to publication. For clarity, which consent Sutro shall not be unreasonably withheld have the right to issue press releases and other public announcements regarding the Development or delayed, so long as such disclosure is made under a binder of confidentiality and so long as highly sensitive terms and conditions such as financial terms are extracted from the Agreement or not disclosed upon the request Commercialization of the other Party. All Written Disclosures shall be factual and as brief as is reasonable under Product outside of the circumstances. Upon request by either Party, Territory without the Parties agree to prepare a mutually agreed press release and question and answer document with respect to this Agreement. Each Party agrees that all Written Disclosures and oral statements relating hereto shall be consistent with the answers specified in such question and answer documentprior review or written approval of Licensee.
Appears in 1 contract