Common use of Publicity Review Clause in Contracts

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.

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.

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.

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.

Publicity Review. Subject The parties agree that the public announcement of the execution of this Agreement shall be in the form of a press release to be agreed upon by the parties. In addition, Geron and P&U will jointly discuss and agree on the scope and content of any statement to the further provisions of this Section, no Party shall originate any written publicity, news release, or other announcement or statement relating to public regarding this Agreement or any aspect of this Agreement, subject in each case to performance hereunder disclosure otherwise required by law or the existence of an arrangement between the Parties (collectivelyregulation, "Written Disclosure")including, without the prior prompt review and written approval of the otherlimitation, 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 disclosure required by applicable (i) order of a court, (ii) United States or Italian securities law filings in connection with public offerings or any listing periodic reporting requirements, or trading agreement concerning its publicly traded securities, provided that prior to making (iii) prosecution of patent applications. In such Written Disclosureevent, the disclosing Party party shall provide promptly notify the other Party party of such disclosure before or as soon as practical after the disclosure. Geron and P&U agree that all such statements to the public shall be accurate in all material respects, consistent with requirements for confidentiality under Article 13, designed to limit the advantage a copy competitor of Geron or P&U may gain from any such statement, in compliance with the materials proposed to be disclosed requirements of disclosure under any applicable securities laws or associated with periodic reporting requirements, and provide consistent with 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 standards and customs in the materials proposed pharmaceutical industry for such statements by companies comparable 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. Geron and P&U. The terms of this Agreement may also be disclosed to (i) government agencies where required by law, or (ii) Third Parties with solely to the prior written consent extent reasonably required in the disclosing party's ordinary course of the other Party, which consent shall not be unreasonably withheld or delayedbusiness, so long as such disclosure is made under a binder an obligation of confidentiality and so long as highly sensitive confidentiality; provided however, that in no event may the terms and conditions such as financial terms are extracted from of this Agreement be disclosed to potential collaborators or licensees without the Agreement or not disclosed upon the request prior written consent of the other Partyparty, such consent not to be unreasonably withheld. All Written Disclosures P&U and Geron shall be factual have the right to review all SEC filings of the other party describing the terms of this Agreement or the arrangements between the parties reflected herein, prior to their submission to the SEC, including all proposed redacted copies of this Agreement. Geron and as brief as is P&U shall have no obligation to submit any SEC filings or other documents to the other party that contain identical information previously approved by the other party for disclosure in the same context. Geron and P&U shall give due respect to any reasonable under the circumstances. Upon and timely request by either Party, the Parties agree to prepare a mutually agreed press release and question and answer document other party with respect to such filings, including confidential treatment of selected portions of 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.

Publicity Review. Subject The Parties acknowledge the importance of supporting each other’s efforts to publicly disclose results and significant developments regarding Collaboration Products in the further provisions of this Section, no Party shall originate any written publicity, news release, or Field and other announcement or statement relating to activities in connection with this Agreement or beyond what may be strictly required by applicable Law, and each Party may make such disclosures from time to performance hereunder or time with the existence of an arrangement between the Parties (collectively, "Written Disclosure"), without the prior prompt review and written approval of the otherother Party, which approval shall not be unreasonably withheld withheld, conditioned or delayed. Notwithstanding Such disclosures may include achievement of significant events in the foregoing provisions Development (including regulatory process and occurrence of this Section, any Milestone Events) or Commercialization of Collaboration Products in the Field hereunder or receipt of payments hereunder. When a Party may (the “Requesting Party”) elects to make any such public Written Disclosure disclosure under this Section 10.4.2, it believes will give the other Party (the “Cooperating Party”) reasonable notice to review and comment on such statement, it being understood that if the Cooperating Party does not notify the Requesting Party in good faith based upon the advice of counsel is writing within a five (5) business day period or such shorter period if required by applicable law or Law of any listing or trading agreement concerning its publicly traded securitiesreasonable objections, provided that prior as contemplated in this Section 10.4.2, such disclosure shall be deemed approved, and in any event the Cooperating Party shall work diligently and reasonably to making agree on the text of any proposed disclosure in an expeditious manner. The principles to be observed in such Written Disclosuredisclosures shall be accuracy, compliance with applicable Laws and regulatory guidance documents, reasonable sensitivity to potential negative reactions of applicable Regulatory Authorities (including the FDA), the disclosing potential loss of competitive advantage by publishing confidential information regarding the status of development efforts or commercialization plans prematurely, and the need to keep investors and others informed regarding the Requesting Party’s business. Accordingly, the Cooperating Party shall provide the other Party not withhold, condition or delay its approval of a proposed disclosure that complies with such principles. ***Confidential treatment requested pursuant to 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 for confidential treatment of such information pursuant to Rule 406 of filed with the Securities Act of 1933 or Rule 26b-2 of the Securities and 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 Commission. Omitted portions have been 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 separately 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 documentCommission.

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.

Publicity Review. Subject to After release of the further provisions of this Section, no Party shall originate any written publicity, news initial joint press release, or other if either Party desires to make a public announcement or statement relating regarding activities under this Agreement, such Party may make such disclosures from time to this Agreement or to performance hereunder or time with the existence of an arrangement between the Parties (collectively, "Written Disclosure"), without the prior prompt review and written approval of the otherother Party, which approval shall not be unreasonably withheld withheld, conditioned or delayed. Notwithstanding Such disclosures may include achievement of significant events in the foregoing provisions Development (including regulatory process and occurrence of this SectionDevelopment Milestone Events) or Commercialization of Product in the Field hereunder. Unless otherwise requested by Durect, Impax shall use reasonable efforts to indicate in each press release disclosing significant Development and Commercialization events for Product in the Field that Durect is the owner and licensor of Product and Licensed Technology, and will consider Durect’s request to so indicate in any other public disclosure issued by Impax regarding Product. When a Party may elects to make any such public Written Disclosure disclosure under this Section 8.5.2, 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 will give the other Party with a copy reasonable notice, to the extent practicable, to review and comment on such statement, it being understood that if the reviewing Party does not notify the requesting Party in writing within [* * *] or such shorter period if required by Applicable Laws of any reasonable objections, as contemplated in this Section 8.5.2, such disclosure shall be deemed approved, and in any event the materials reviewing Party shall work diligently and reasonably to agree on the text of any proposed disclosure in an expeditious manner. The principles to be disclosed observed in such disclosures shall be accuracy, compliance with Applicable Laws and provide regulatory guidance documents, reasonable sensitivity to potential negative reactions of applicable Regulatory Authorities and the receiving Party with an opportunity need to promptly review keep investors and others informed regarding the proposed Written Disclosurerequesting Party’s business, including as required by the rules of a recognized stock exchange. To the extent that the receiving Party reasonably requests that any information in the materials proposed to be disclosed be deletedAccordingly, the disclosing reviewing Party shall request confidential treatment not withhold, condition or delay its approval of a proposed disclosure that complies with 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 documentprinciples.

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.

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.

Publicity Review. Subject The Parties agree that the public announcement of the execution of this Agreement shall be in the form of press releases issued by each of the Parties to be agreed upon on or before the Effective Date and thereafter each Party shall be entitled to make or publish any public statement consistent with the contents thereof. Thereafter, the Parties will jointly discuss and agree, based on the principles of this Section 18.02, on any statement to the further provisions of this Section, no Party shall originate any written publicity, news release, or other announcement or statement relating to public regarding 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 any aspect of this SectionAgreement, any Party may make any public Written Disclosure it believes and the results of clinical studies conducted hereunder, subject in each case to disclosure otherwise required by law or regulation as determined in good faith based upon by each Party. When a Party elects to make any such statement it will give the advice other Party at least three days notice to review and comment on such statement. In the event of counsel is a public disclosure required by applicable law or any listing or trading agreement concerning its publicly traded securities, provided that prior to making the end of such Written Disclosurethree day period, the disclosing Party required to make such disclosure, if it legally may, shall provide give the other Party at least two business days to review and comment on such disclosure. If a Party was not legally able to give notice under the previous sentence, it will furnish the other Party with a copy of its disclosure as soon as practicable after the materials proposed making thereof. The Parties acknowledge the importance of supporting each other's efforts to publicly disclose results and significant developments regarding the Products. The principles to be disclosed observed by Atrix and provide CollaGenex in such public disclosures will be: accuracy, the receiving Party requirements for confidentiality under Section 18.01, compliance with an opportunity to promptly review FDA regulations and other FDA guidance documents, the proposed Written Disclosure. To advantage a competitor of Atrix or CollaGenex may gain from any public statements under this Section 18.02, and the extent that the receiving Party reasonably requests that any information standards and customs in the materials proposed biotechnology and pharmaceutical industries for such disclosures by companies comparable 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 deletedAtrix and CollaGenex. The terms of this Agreement may also be disclosed to to: (ia) government agencies where required by law, including filings required to be made by law with the United States Securities and Exchange Commission ("SEC"), national securities exchanges or the Nasdaq Stock Market, (iib) Third Parties with the prior written consent of the other Party, which consent shall not be unreasonably withheld withheld, or delayed(c) lenders, investment bankers and other financial institutions of its choice solely for purposes of financing the business operations of such Party, so long as such disclosure in (b) and (c) above is made under a binder of confidentiality and at least as restrictive as the confidentiality provisions in Section 18.01, so long as highly sensitive terms and conditions such as financial terms are extracted from the Agreement (including in any disclosure required by law or not disclosed the SEC) or deleted upon the request of the other Party. All Written Disclosures shall be factual , and so long as brief as is the disclosing Party gives reasonable advance notice of the disclosure under the circumstances. Upon request by either Party, circumstances requiring 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 documentdisclosure.

Publicity Review. Subject The Parties acknowledge the importance of supporting each other’s efforts to publicly disclose results and significant developments regarding Collaboration Compounds and Licensed Products and other activities in connection with this Agreement, beyond what may be strictly required by applicable law or regulation, and each Party may make such disclosures from time to time with 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 otherother Party, which approval shall not be unreasonably withheld withheld, conditioned or delayed. Notwithstanding Such disclosures may include achievement of milestones under Section 6.2 or 6.3, significant events in the foregoing provisions of this Sectionresearch, any development and regulatory process with respect to a Collaboration Compound or Licensed Product or commercialization activities and the like. When a Party may (the “Requesting Party”) elects to make any such public Written Disclosure disclosure under this Section 10.4.2, it believes will give the other Party (the “Cooperating Party”) reasonable written notice to allow the Cooperating Party to review and comment on such statement, it being understood that if the Cooperating Party does not notify the Requesting Party in good faith based upon the advice writing within ten (10) business days of counsel is such notice (or such shorter period if required by applicable law or any listing or trading agreement concerning its publicly traded securitiesand expressly set forth in the applicable notice; or, if the nature of the announcement does not permit the usual ten (10) business day waiting period, then two (2) business days, provided that prior the Cooperating Party’s head of investor relations is notified directly in writing) of any reasonable objections as contemplated in this Section 10.4.2, such disclosure shall be deemed approved, and in any event the Cooperating Party shall work diligently and reasonably to making agree on the text of any proposed disclosure in an expeditious manner. The principles to be observed in such Written Disclosuredisclosures shall be accuracy, compliance with applicable laws, rules, regulations and regulatory guidance documents, reasonable sensitivity to potential negative reactions of applicable Regulatory Authorities (including the FDA) and the need to keep investors and others informed regarding the Requesting Party’s business. Accordingly, the disclosing Cooperating Party shall provide the other Party not withhold or delay its approval of a proposed disclosure that complies 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 documentprinciples.

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.

Publicity Review. Subject The Parties agree that the public announcement of the execution of this Agreement shall be in the form of press releases issued by each of the Parties to be agreed upon on or before the Effective Date and thereafter each Party shall be entitled to make or publish any public statement consistent with the contents thereof. Thereafter, the Parties will jointly discuss and agree, based on the principles of this Section 15.02, on any statement to the further provisions of this Section, no Party shall originate any written publicity, news release, or other announcement or statement relating to public regarding 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 any aspect of this SectionAgreement, any Party may make any public Written Disclosure it believes and the results of clinical studies conducted hereunder, subject in each case to disclosure otherwise required by law or regulation as determined in good faith based upon by each Party. When a Party elects to make any such statement it will give the advice other Party at least three days notice to review and comment on such statement. In the event of counsel is a public disclosure required by applicable law or any listing or trading agreement concerning its publicly traded securities, provided that prior to making the end of such Written Disclosurethree day period, the disclosing Party required to make such disclosure, if it legally may, shall provide give the other Party at least two business days to review and comment on such disclosure. If a Party was not legally able to give notice under the previous sentence, it will furnish the other Party with a copy of its disclosure as soon as practicable after the materials proposed making thereof. The Parties acknowledge the importance of supporting each other's efforts to publicly **** Indicates that a portion of the text has been omitted Confidential disclose results and significant developments regarding the Products. The principles to be disclosed observed by ABI and provide Atrix in such public disclosures will be: accuracy, the receiving Party requirements for confidentiality under Section 15.01, compliance with an opportunity to promptly review FDA regulations and other FDA guidance documents and other Applicable Laws, the proposed Written Disclosure. To advantage a competitor of ABI or Atrix may gain from any public statements under this Section 15.02, and the extent that the receiving Party reasonably requests that any information standards and customs in the materials proposed biotechnology and pharmaceutical industries for such disclosures by companies comparable 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 deletedABI and Atrix. The terms of this Agreement may also be disclosed to by a Party to: (ia) government agencies where required by law, including filings required to be made by law with the United States Securities and Exchange Commission ("SEC"), national securities exchanges or the Nasdaq Stock Market, (iib) Third Parties with the prior written consent of the other Party, which consent shall not be unreasonably withheld withheld, or delayed(c) lenders, investment bankers and other financial institutions solely for purposes of financing the business operations of such Party, so long as such disclosure in (b) and (c) above is made under a binder an agreement of confidentiality and so long at least as restrictive as the confidentiality provisions in Section 15.01, to the extent possible highly sensitive terms and conditions such as financial terms are extracted from the Agreement (including in any disclosure required by law or not disclosed the SEC) or deleted upon the request of the other Party. All Written Disclosures shall be factual , and as brief as is the disclosing Party gives reasonable advance notice of the disclosure under the circumstances. Upon request by either Party, circumstances requiring 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 documentdisclosure.

Publicity Review. Subject The Parties agree that the public announcement of the execution of this Agreement shall be in the form of a press release to be agreed upon on or before the Effective Date and thereafter each Party shall be entitled to make or publish any public statement consistent with the contents thereof. Thereafter, the Parties will jointly discuss and agree, based on the principles of this Section 16.02, on any statement to the further provisions of this Section, no Party shall originate any written publicity, news release, or other announcement or statement relating to public regarding 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 any aspect of this SectionAgreement, any Party may make any public Written Disclosure it believes subject in each case to disclosure otherwise required by law or regulation as determined in good faith based upon by each Party. When a Party elects to make any such statement it will give the advice other Party at least three (3) days notice to review and comment on such statement. In the event of counsel is a public disclosure required by applicable law or any listing or trading agreement concerning its publicly traded securities, provided that prior to making the end of such Written Disclosurethree (3) day period, the disclosing Party required to make such disclosure, if it legally may, shall provide give the other Party at least two (2) business days to review and comment on such disclosure. If a Party was not legally able to give notice under the previous sentence, it will furnish the other Party with a copy of its disclosure as soon as practical after the materials proposed making thereof. The Parties acknowledge the importance of supporting each other's efforts to publicly disclose results and significant developments regarding the Product. The principles to be disclosed observed by Altana and provide CollaGenex in such public disclosures will be: accuracy, the receiving Party requirements for confidentiality under Section 16.01, compliance with an opportunity to promptly review FDA regulations and other FDA guidance documents, the proposed Written Disclosure. To advantage a competitor of Altana or CollaGenex may gain from any public statements under this Section 16.02, and the extent that the receiving Party reasonably requests that any information standards and customs in the materials proposed biotechnology and pharmaceutical industries for such disclosures by companies comparable 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 deletedAltana and CollaGenex. The terms of this Agreement may also be disclosed to to: (ia) government agencies where required by law, including filings required to be made by law with the United States Securities and Exchange Commission ("SEC"), national securities exchanges or the Nasdaq Stock Market, (iib) Third Parties with the prior written consent of the other Party, which consent shall not be unreasonably withheld withheld, or delayed(c) lenders, investment bankers and other financial institutions of its choice solely for purposes of financing the business operations of such Party, so long as such disclosure in (b) and (c) above is made under a binder of confidentiality and at least as restrictive as the confidentiality provisions in Section 16.01, so long as highly sensitive terms and conditions such as financial terms are extracted from the Agreement (including in any disclosure required by law or not disclosed the SEC) or deleted upon the request of the other Party. All Written Disclosures shall be factual , and so long as brief as is the disclosing Party gives reasonable advance notice of the disclosure under the circumstances. Upon request by either Party, circumstances requiring 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 documentdisclosure.

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.

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, or any listing or trading agreement concerning its publicly traded securities, or under any applicable secuities laws, or any rule or order of stock exchange; provided that that, prior to making such Written Disclosure, the disclosing Party Ardelyx 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 Ardelyx 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 each such press release shall be disclosed mutually agreed by the Parties in writing prior to (i) government agencies where required by lawany publication thereof. For clarity, Ardelyx shall have the right to issue press releases and other public announcements regarding the Development or (ii) Third Parties with Commercialization of Licensed Products outside of the Territory and/or outside of the Field 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.

Publicity Review. Subject to the further provisions of this Section, no Party shall originate any written publicity, news release, or other public 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 be conducted promptly and not be unreasonably withheld or delayedwithheld. Notwithstanding the foregoing provisions of this SectionSection 15.4, 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 use reasonable efforts to request confidential treatment of any such information that, 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 may be omitted redacted from the materials that are publicly publicly-filed any information that the receiving Party reasonably requests to be deletedversion of such disclosed materials. The terms of this Agreement may also be disclosed to (i) government agencies where required by law, provided that the Party making such disclosure seeks a protective order or confidential treatment of this Agreement to the extent allowed under 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 documentor (iii) existing or potential investors, acquirers, or merger partners.

Publicity Review. Subject to the further provisions of this Section, no Each Party shall originate any written publicity, news release, or may disclose results and significant developments regarding Products and other announcement or statement relating to activities in connection with this Agreement or from time to performance hereunder or time with the existence of an arrangement between the Parties (collectively, "Written Disclosure"), without the prior prompt review and written approval of the otherother Party, which approval shall not be unreasonably withheld withheld, conditioned 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 provided that such approval shall not be required if such disclosure is required by Law or the applicable law rules of any public stock exchange. Such disclosures may include achievement of significant events, including achievement of milestone events and receipt of milestone payments (but shall not include the amount thereof unless required by Law or the applicable rules of any listing public stock exchange, or trading agreement concerning its publicly traded securities, provided that prior to making such Written Disclosure, the disclosing Party shall provide approved in advance by 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 Party) in the materials proposed to be disclosed be deletedPreclinical Development, 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 Development (or any other applicable regulation relating to the confidential treatment of informationincluding regulatory process), so Manufacture or Commercialization of Products hereunder. When a Party (the “Requesting Party”) elects to make any such public disclosure under this Section 11.5.2 (other than the disclosures referenced above 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 do not require approval of the other Party), it will give the other Party (the “Cooperating Party”) through its JPT representatives (or such other representatives as the JSC may designate), a draft version of any such statement, including any press releases, question & answer outlines and corresponding call scripts (and, to the extent they contain additional or materially different disclosures, all other press materials, key messages, talking points and slide presentations), at least [****] prior to public disclosure thereof for review and comment by the Cooperating Party (unless earlier disclosure is required by Law or the applicable rules of a public stock exchange, in which consent shall event as much in advance of disclosure as reasonably practicable under the circumstances), it being understood that if the Cooperating Party does not be unreasonably withheld notify the Requesting Party in writing within such [****] period (or delayedshorter period, so long as if required by Law or applicable rule of a public stock exchange) of any objections, such disclosure shall be deemed approved, and in any event the Cooperating Party shall work diligently and reasonably to agree on the text of any proposed disclosure in an expeditious manner. Except with respect to press releases (for which the final version shall be submitted for approval), it is made under understood and agreed that materials so submitted for review and comment may be modified or revised by the disclosing Party during such review period without submission to the other Party for further review, provided that (and to the extent that) such modified or revised disclosure does not contain materially different or additional disclosures as compared to the materials submitted to the other Party for review. The principles to be observed in such disclosures shall be accuracy, compliance with applicable Law and regulatory guidance documents, and reasonable sensitivity to potential negative reactions of the FDA (and its foreign counterparts). The Parties agree that each Party may individually, or in 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 joint press with the other Party. All Written Disclosures shall be factual and as brief as is , if the other Party so chooses, make press releases announcing the achievement of each of the events described in Exhibit 11.5.2 after providing reasonable opportunity under the circumstancescircumstances for review and approval of such press releases by the other Party in accordance with this Section 11.5.2. Upon request With respect to public disclosure of any publications, abstracts, websites and press releases regarding the Alliance prior to the commercial launch of the Product to which it pertains, if any, which are not covered by either PartySection 11.4 or otherwise covered by this Section 11.5.2, the JPT shall endeavor to develop guidelines regarding review of public disclosures which shall include, among other things, a process intended to ensure submission of all such communications and disclosures by the Parties agree to prepare a mutually agreed press release and question and answer document with respect the JPT reasonably in advance of disclosure 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 documentallow sufficient time for review.

Publicity Review. Subject to the further provisions of ---------------- this SectionSection 7.3, 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 7.3, 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 and the 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 confidentiality. Once a Written Disclosure is approved pursuant to this Section 7.3, either Party may publish all or a portion of such as financial terms are extracted Written Disclosure without requiring any further approval 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 documenthereunder.

Publicity Review. Subject to the further provisions of this SectionSection 7.06 and Section 10.04, 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 7.06, 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 United States Securities Act of 1933 or Rule 26b-2 of the United States 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.

Publicity Review. Subject to The Parties agree that the further provisions public announcement of the execution of this Section, no Agreement shall be in the form of press releases issued by each of the Parties to be agreed upon on or before the Effective Date and thereafter each Party shall originate be entitled to make or publish any written publicitypublic statement consistent with the contents thereof. Thereafter, news releasethe Parties will jointly discuss and agree, or other announcement or based on the principles of this Section 18.02, on any statement relating to ---------- ** Confidential Treatment Requested 38 the public regarding 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 any aspect of this SectionAgreement, any Party may make any public Written Disclosure it believes and the results of clinical studies conducted hereunder, subject in each case to disclosure otherwise required by law or regulation as determined in good faith based upon by each Party. When a Party elects to make any such statement it will give the advice other Party at least three days notice to review and comment on such statement. In the event of counsel is a public disclosure required by applicable law or any listing or trading agreement concerning its publicly traded securities, provided that prior to making the end of such Written Disclosurethree day period, the disclosing Party required to make such disclosure, if it legally may, shall provide give the other Party at least two business days to review and comment on such disclosure. If a Party was not legally able to give notice under the previous sentence, it will furnish the other Party with a copy of its disclosure as soon as practicable after the materials proposed making thereof. The Parties acknowledge the importance of supporting each other's efforts to publicly disclose results and significant developments regarding the Products. The principles to be disclosed observed by Atrix and provide CollaGenex in such public disclosures will be: accuracy, the receiving Party requirements for confidentiality under Section 18.01, compliance with an opportunity to promptly review FDA regulations and other FDA guidance documents, the proposed Written Disclosure. To advantage a competitor of Atrix or CollaGenex may gain from any public statements under this Section 18.02, and the extent that the receiving Party reasonably requests that any information standards and customs in the materials proposed biotechnology and pharmaceutical industries for such disclosures by companies comparable 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 deletedAtrix and CollaGenex. The terms of this Agreement may also be disclosed to to: (ia) government agencies where required by law, including filings required to be made by law with the United States Securities and Exchange Commission ("SEC"), national securities exchanges or the Nasdaq Stock Market, (iib) Third Parties with the prior written consent of the other Party, which consent shall not be unreasonably withheld withheld, or delayed(c) lenders, investment bankers and other financial institutions of its choice solely for purposes of financing the business operations of such Party, so long as such disclosure in (b) and (c) above is made under a binder of confidentiality and at least as restrictive as the confidentiality provisions in Section 18.01, so long as highly sensitive terms and conditions such as financial terms are extracted from the Agreement (including in any disclosure required by law or not disclosed the SEC) or deleted upon the request of the other Party. All Written Disclosures shall be factual , and so long as brief as is the disclosing Party gives reasonable advance notice of the disclosure under the circumstances. Upon request by either Party, circumstances requiring 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 documentdisclosure.