Common use of Publicity; Terms of Agreement Clause in Contracts

Publicity; Terms of Agreement. (a) The Parties agree that the material terms of this Agreement are the Confidential Information of both Parties, subject to the disclosure provisions set forth in Section 10.2 and this Section 10.3. (b) If either Party desires to make a public announcement concerning the material terms of this Agreement, such Party shall give reasonable prior advance notice of the proposed text of such announcement to the other Party for its prior review and approval (except as otherwise provided herein), such approval not to be unreasonably withheld. A Party commenting on such a proposed press release shall provide its comments, if any, within five (5) business days after receiving the press release for review. Neither Party shall be required to seek the permission of the other Party to repeat any information regarding the terms of this Agreement that have already been publicly disclosed by such Party, or by the other Party, in accordance with this Section 10.3. (c) The Parties acknowledge that either or both Parties may be obligated to file a copy of this Agreement with the United States Securities and Exchange Commission or other government authorities. Each Party shall be entitled to make such a required filing, provided that it requests confidential treatment of at least the commercial terms and sensitive technical terms hereof to the extent such confidential treatment is reasonably available to such Party. In the event of any such filing, each Party shall provide the other Party with a copy of the Agreement marked to show provisions for which such Party intends to seek confidential treatment and shall incorporate the other Party’s reasonable comments thereon to the extent consistent with the legal requirements governing redaction of information from material agreements that must be publicly filed.

Publicity; Terms of Agreement. (a) The Parties agree that the material terms of this Agreement are the Confidential Information of both Parties, subject to the disclosure provisions set forth in Section 10.2 and this Section 10.3. (b) If either Party desires to make a public announcement concerning the material terms of this Agreement, such Party shall give reasonable prior advance notice of the proposed text of such announcement to the other Party for its prior review and approval (except as otherwise provided herein), such approval not to be unreasonably withheld, except that in the case of a press release or governmental filing required by applicable Law, the disclosing Party shall provide the other Party with such advance notice as it reasonably can and shall not be required to obtain approval therefor. A Party commenting on such a proposed press release shall provide its comments, if any, within five (5) business days [***] Business Days after receiving the press release for review. Neither Party shall be required to seek the permission of the other Party to repeat any information regarding the terms of this Agreement or any amendment thereto that have has already been publicly disclosed by such Party, or by the other Party, in accordance with this Section 10.39.4, provided such information remains accurate as of such time. (cb) The Parties acknowledge that either or both Parties may be obligated to file under applicable Laws a copy of this Agreement with the United States Securities and Exchange Commission SEC or other government authoritiesGovernmental Authorities. Each Party shall be entitled to make such a required filing, provided that it requests confidential treatment of at least the commercial terms and sensitive technical terms hereof and thereof to the extent such confidential treatment is reasonably available to such PartyParty and permitted by such Governmental Authority. In the event of any such filing, each the filing Party shall provide will consult with the other Party with a copy on the provisions of the this Agreement marked to show provisions for which such Party intends to seek confidential treatment and shall incorporate the other Party’s reasonable comments thereon to the extent consistent be redacted in any filing made with the legal requirements governing redaction of information from material agreements SEC or as otherwise required by applicable Laws; provided that must be publicly filedthe filing Party shall have the right to make any such filing as it reasonably determines necessary under applicable Laws.

Publicity; Terms of Agreement. (a) The Parties agree that the material terms of this Agreement are included within the Confidential Information of both Parties, subject to the special authorized disclosure provisions set forth below in Section 10.2 and this Section 10.3. (b) 12.2. A Party may disclose the material terms of this Agreement if such disclosure is reasonably necessary to any bona fide potential or actual investor, acquiror, merger partner, or other financial or commercial partner for the sole purpose of evaluating an actual or potential investment, acquisition or other business relationship; provided that in each case, the disclosees are bound by written obligations of confidentiality and non-use at least as restrictive to those contained in Article 12 of the Collaboration Agreement. If either Party desires to make a public announcement press release concerning the material terms of this Agreement, such Party shall give reasonable prior advance notice of the proposed text of such announcement to the other Party for its prior review and approval (except as otherwise provided herein), such approval not to be unreasonably withheld. A Party commenting on such a proposed press release shall provide its comments, if any, within five (5) business days Business Days after receiving the press release for review. Neither Party shall be required to seek the permission of the other Party to repeat publicly disclose any information regarding the terms of this Agreement that have has already been publicly disclosed or previously agreed to by such Party, or by the other Party, in accordance with this Section 10.312. (c) The Parties acknowledge that either or both Parties may be obligated to file a copy of this Agreement with the United States Securities and Exchange Commission or other government authorities. Each Party shall be entitled to make such a required filing, provided that it requests confidential treatment of at least the commercial terms and sensitive technical terms hereof to the extent such confidential treatment is reasonably available to such Party. In the event of any such filing, each Party shall provide the other Party with a copy of the Agreement marked to show provisions for which such Party intends to seek confidential treatment and shall incorporate the other Party’s reasonable comments thereon to the extent consistent with the legal requirements governing redaction of information from material agreements that must be publicly filed.

Publicity; Terms of Agreement. (a) The Parties agree that the existence of and the material terms of this Agreement are the Confidential Information of both Parties, subject to the special authorized disclosure provisions set forth below in this Section 10.3 (in lieu of the authorized disclosure provisions set forth in Section 10.2 10.2, to the extent of any conflict) and without limiting the generality of the definition of Confidential Information set forth in Section 1.13. The Parties will mutually agree to the text of a press release announcing the execution of this Section 10.3. (b) If Agreement. Thereafter, if either Party desires to make a public announcement concerning this Agreement or the material terms of this Agreementhereof, such Party shall will give reasonable prior advance notice of the proposed text of such announcement to the other Party for its prior review and approval (except as otherwise provided herein)approval, such approval not to be unreasonably withheld. A Party commenting on such a proposed press release shall provide its comments, if any, within five (5) business days after receiving the press release for review. Neither Party shall will not be required to seek the permission of the other Party to repeat any information regarding as to the terms of this Agreement that have already been publicly disclosed by such Party, Party in accordance with the foregoing or by the other Party, in accordance with this Section 10.3. (c) The Parties acknowledge that either or both Parties . Either Party may be obligated to file a copy disclose the terms of this Agreement with the United States Securities to actual or potential investors, collaborators, licensees or commercial partners who agree to be bound by obligations of non-disclosure and Exchange Commission or other government authorities. Each Party shall be entitled to make such a required filing, provided that it requests confidential treatment of non-use at least the commercial terms and sensitive technical terms hereof to the extent such confidential treatment is reasonably available to such Partyas stringent as those contained in this Article 10. In the event of any such filing, each Party shall provide the other Party with a copy of the Agreement marked to show provisions for which such Party intends to seek confidential treatment and shall incorporate the other Party’s reasonable comments thereon to the extent consistent with the legal requirements governing redaction of information from material agreements that must be publicly filed.The

Publicity; Terms of Agreement. ‌ (a) The Parties agree that the material terms of this Agreement are the Confidential Information of both Parties, subject to the special authorized disclosure provisions set forth out in Section 10.2 11.4 and this Section 10.311.5. The Parties will use good faith efforts to make a joint public announcement of the execution of this Agreement in a mutually agreed upon form within ten (10) days following the Effective Date. (b) If After release of such joint press release, if either Party desires to make a public announcement concerning the material terms of this AgreementAgreement that have not been disclosed in such joint press release, or if Licensee desires to make a public announcement concerning any of the Licensed Property or the Products, such Party shall will give reasonable prior advance notice of the proposed text of such announcement to the other Party for its prior review and approval (except as otherwise provided herein), such approval not to be unreasonably withheldwithheld or delayed, except that in the case of a press release or governmental filing required by law (where reasonably advised by the disclosing Party’s counsel), the disclosing Party will provide the other Party with such advance notice as it reasonably can and will not be required to obtain approval therefor. A Party commenting on such a proposed press release shall will provide its comments, if any, within five (5) business days after receiving the press release for review. Neither Party shall be required to seek the permission of review and the other Party will give good faith consideration to repeat any information regarding the terms of this Agreement that have already been publicly disclosed by such Party, or by the other Party, in accordance with this Section 10.3same. (c) The Parties acknowledge that either or both Parties may be obligated to file a copy of this Agreement with the United States Securities and Exchange Commission or other government authorities. Each Party shall be entitled to make such a required filing, provided that it requests confidential treatment of at least the commercial terms and sensitive technical terms hereof to the extent such confidential treatment is reasonably available to such Party. In the event of any such filing, each Party shall provide the other Party with a copy of the Agreement marked to show provisions for which such Party intends to seek confidential treatment and shall incorporate the other Party’s reasonable comments thereon to the extent consistent with the legal requirements governing redaction of information from material agreements that must be publicly filed.

Publicity; Terms of Agreement. (a) The Parties agree that the material terms of this Agreement are the Confidential Information of both Parties, subject to the disclosure provisions set forth in Section 10.2 and this Section 10.3. (b) If either Party desires to make a public announcement concerning the material terms of this Agreement, such Party shall give reasonable prior advance notice of the proposed text of such announcement to the other Party for its prior review and approval (except as otherwise provided herein), such approval not to be unreasonably withheld, except that in the case of a press release or governmental filing required by applicable Law, the disclosing Party shall provide the other Party with such advance notice as it reasonably can and shall not be required to obtain approval therefor. A Party commenting on such a proposed press release shall provide its comments, if any, within five fifteen (515) business days Business Days after receiving the press release for review. Neither Party shall be required to seek the permission of the other Party to repeat any information regarding the terms of this Agreement or any amendment thereto that have has already been publicly disclosed by such Party, or by the other Party, in accordance with this Section 10.37.4 provided such information remains accurate as of such time. (cb) The Parties acknowledge that either or both Parties may be obligated to file under applicable Laws a copy of this Agreement with the United States Securities and Exchange Commission SEC or other government authoritiesGovernmental Authorities. Each Party shall be entitled to make such a required filing, provided that it requests confidential treatment of at least the commercial terms and sensitive technical terms hereof and thereof to the extent such confidential treatment is reasonably available to such PartyParty and permitted by such Governmental Authority. In the event of any such filing, each the filing Party shall provide will consult with the other Party with a copy on the provisions of the this Agreement marked to show provisions for which such Party intends to seek confidential treatment and shall incorporate the other Party’s reasonable comments thereon to the extent consistent be redacted in any filing made with the legal requirements governing redaction of information from material agreements SEC or as otherwise required by applicable Laws; provided that must be publicly filedthe filing Party shall have the right to make any such filing as it reasonably determines necessary under applicable Laws.

Publicity; Terms of Agreement. (a) The Parties agree that the material terms of this Agreement are the Confidential Information of both Parties, subject to the special authorized disclosure provisions set forth in Section 10.2 and this Section 10.38.3. (b) If either Party desires to make a public announcement concerning the material terms of this Agreement, such Party shall give reasonable prior advance notice of the proposed text of such announcement to the other Party for its prior review and approval (except as otherwise provided herein), such approval not to be unreasonably withheld. A Party commenting on such a proposed press release shall provide its comments, if any, within five (5) business days after receiving the press release for review. Neither Party shall be issue any press release or otherwise publicize the subject matter of this Agreement without the prior written approval of the other Party, except to the extent required by Applicable Laws. Notwithstanding the foregoing, neither Party nor their Affiliates are required to seek the permission of the other Party to repeat any information regarding the terms of this Agreement that have has already been publicly disclosed by such PartyParty or its Affiliate, or by the other PartyParty or its Affiliate, in accordance with this Section 10.38.3, if such information remains accurate as of such time. (c) The Parties acknowledge that either or both Parties may be obligated to file under Laws a copy of this Agreement with the United States U. S. Securities and Exchange Commission ("SEC") or other government authoritiesGovernmental Authorities. Each Party shall be entitled to make such a required filing, provided that it requests filing and shall request confidential treatment of at least the commercial terms (including but not limited to pricing and Annual Minimums) and sensitive technical terms hereof to the extent such confidential treatment is reasonably available to such Party. In the event of any such filing, each Party shall provide the other Party with a copy of the this Agreement marked to show provisions for which such Party intends to seek confidential treatment and shall reasonably consider and incorporate the other Party’s reasonable comments thereon to the extent consistent with the legal requirements requirements, with respect to the filing Party, governing redaction disclosure of information from material agreements and material information that must be publicly filed.

Publicity; Terms of Agreement. (a) The Parties agree that the material terms of this Agreement are the Confidential Information of both Parties, subject to the special authorized disclosure provisions set forth in Section 10.2 and this Section 10.39.3 or Section 9.2. In addition, a Party may disclose such terms to the extent reasonably necessary to be disclosed to any bona fide potential or actual investor, acquiror or merger partner for the sole purpose of evaluating an actual or potential investment, acquisition or merger; provided that in connection with such disclosure, such Party shall inform each disclosee of the confidential nature of such Confidential Information and ensure that each such disclosee is contractually obligated to treat such Confidential Information as confidential. (b) If either Party desires to make a public announcement concerning the material terms of this Agreement, such Party shall give reasonable prior advance notice of the proposed text of such announcement to the other Party for its prior review and approval (except as otherwise provided herein), such approval not to be unreasonably withheld. A Party commenting on such a proposed press release shall provide its comments, if any, within five (5) business days after receiving the press release for review. Neither Party shall be required to seek the permission of the other Party to repeat any information regarding the terms of this Agreement that have already been publicly disclosed by such Party, or by the other Party, in accordance with this Section 10.3. (c) The Parties acknowledge that either or both Parties may be obligated to file under applicable Laws a copy of this Agreement with the United States U.S. Securities and Exchange Commission or other government authoritiesGovernmental Authorities. Each Party shall be entitled to make such a required filing, provided that it requests confidential treatment of at least the commercial terms and sensitive technical terms hereof and thereof to the extent such confidential treatment is reasonably available to such Party. In the event of any such filing, each Party shall will provide the other Party with a copy of the this Agreement marked to show provisions for which such Party intends to seek confidential treatment and shall reasonably consider and incorporate the other Party’s reasonable comments thereon to the extent consistent with the legal requirements requirements, with respect to the filing 21. Party, governing redaction disclosure of information from material agreements and material information that must be publicly filed.

Publicity; Terms of Agreement. (a) The Parties agree that the existence of and the material terms of this Agreement are the shall be considered Confidential Information of both Parties, subject to the special authorized disclosure provisions set forth below in this Section 12.4 (in lieu of the authorized disclosure provisions set forth in Section 10.2 12.2, to the extent of any conflict) and without limiting the generality of the definition of Confidential Information. The Parties will mutually agree on the text of a press release announcing the execution of this Section 10.3. (b) If Agreement. Thereafter, if either Party desires to make a public announcement concerning this Agreement or the material terms of this Agreementhereof, such Party shall give reasonable prior advance notice of the proposed text of such announcement to the other Party for its prior review and approval (except as otherwise provided herein)approval, such approval not to be unreasonably withheldwithheld or delayed. A Party commenting on such a proposed press release shall provide its comments, if any, within five (5) business days after receiving the press release for review. Neither Party shall not be required to seek the permission of the other Party to repeat any information regarding as to the terms of this Agreement that have has already been publicly disclosed by such Party, Party in accordance with the foregoing or by the other Party, in accordance with this Section 10.3. (c) The Parties acknowledge that either or both Parties . Either Party may be obligated to file a copy disclose the terms of this Agreement with the United States Securities to potential investors who agree to be bound by obligations of non-disclosure and Exchange Commission or other government authorities. Each Party shall be entitled to make such a required filing, provided that it requests confidential treatment of non-use at least the commercial terms and sensitive technical terms hereof to the extent such confidential treatment is reasonably available to such Party. In the event of any such filing, each Party shall provide the other Party with a copy of the Agreement marked to show provisions for which such Party intends to seek confidential treatment and shall incorporate the other Party’s reasonable comments thereon to the extent consistent with the legal requirements governing redaction of information from material agreements that must be publicly filed.as stringent as those contained in this Article