Publicity; Terms of this Agreement. (a) The Parties agree that the terms of this Agreement are the Confidential Information of both Parties, subject to the special authorized disclosure provisions set forth in this Section 14.4. (b) On or after the Effective Date, Liquidia shall have the right to issue a public announcement of the execution of this Agreement, in the form agreed by the Parties as of the Effective Date. (c) Except for the public announcement described in Section 14.4(b), neither Party nor such Party’s Affiliates will make any public announcements, press releases, regulatory filing or other public disclosures, written or oral, whether to the public, the press, stockholders or otherwise, concerning this Agreement or the terms or the subject matter hereof, the performance hereof or the Parties’ activities hereunder, or any results or data arising hereunder (a “Public Statement”), except: (i) with the prior written consent of the other Party (such consent not to be unreasonably delayed or withheld but may be conditional upon certain restrictions as to the content and/or distribution of such Public Statement to ensure consistency with GSK’s policies, including GSK’s standards for Scientific Engagement); or (ii) for such Public Statements, as in the opinion of the counsel for the Party intending to make such Public Statement, are required to comply with applicable Laws (including the regulations of any stock exchange) (a “Legal Requirement”) and which in any event contain only the minimum disclosure necessary to comply with the relevant Legal Requirement. Confidential treatment has been requested with respect to portions of this agreement as indicated by “[***]” and such confidential portions have been deleted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. (d) Each Party agrees to provide the other Party with a copy of any proposed Public Statement as soon as reasonably practicable under the circumstances prior to its scheduled release. Each Party shall provide the other with an advance copy of any such Public Statement at least seven (7) days prior to its scheduled release; provided, that if the Party proposing such Public Statement cannot provide the reviewing Party with seven (7) days notice due to extraordinary circumstances, such Party will use reasonable efforts to provide the reviewing Party with the proposed Public Statement for comment at least forty-eight (48) hours before release. Each Party furthermore shall have the right to review and recommend changes to any such Public Statement and, except as otherwise required by Legal Requirement, the Party whose Public Statement has been reviewed shall remove any Confidential Information of the reviewing Party that the reviewing Party reasonably deems to be inappropriate for disclosure. (e) In addition to the foregoing each Party agrees to give the other Party a reasonable opportunity (to the extent consistent with Legal Requirements) to review all Public Statements required by Legal Requirements to be filed with the SEC or similar body prior to submission of such filings, and will give due consideration to any reasonable comments by the non-filing Party relating to such filing, including the provisions of this Agreement for which confidential treatment should be sought.
Appears in 5 contracts
Samples: Inhaled Collaboration and Option Agreement (Liquidia Technologies Inc), Inhaled Collaboration and Option Agreement (Liquidia Technologies Inc), Inhaled Collaboration and Option Agreement (Liquidia Technologies Inc)
Publicity; Terms of this Agreement. (a) The Parties agree that the terms of this Agreement are the Confidential Information of both Parties, subject solely to the special authorized disclosure provisions set forth in this Section 14.410.4 and Section 10.2.
(b) On or after the Effective Date, Liquidia shall have the right to issue a public announcement of the execution of this Agreement, in the form agreed by the Parties as of the Effective Date.
(c) Except for the public announcement described in Section 14.4(b), neither Neither Party nor such Party’s Affiliates will make any public announcements, press releases, regulatory filing or other public disclosures, written or oral, whether to the public, the press, to GSK’s stockholders or otherwise, concerning this Agreement or the terms or the subject matter hereof, the performance hereof or the Parties’ activities hereunder, or any results or data arising hereunder (a “Public Statement”), except: (i) with the prior written consent of the other Party (such consent not to be unreasonably delayed or withheld but may be conditional upon certain restrictions as to the content and/or distribution of such Public Statement to ensure consistency with GSK’s policies, including GSK’s standards for Scientific Engagement); or (ii) for such Public Statements, as in the opinion of the counsel for the Party intending to make such Public Statement, are required to comply with applicable Laws (including the regulations of any stock exchange) (a “Legal Requirement”) and which in any event contain only the minimum disclosure necessary to comply with the relevant Legal Requirement. Confidential treatment has been requested with respect to portions of this agreement as indicated by “[***]” and such confidential portions have been deleted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
(dc) Each Party agrees to provide the other Party with a copy of any proposed Public Statement as soon as reasonably practicable under the circumstances prior to its scheduled release. Each Party shall provide the other with an advance copy of any such Public Statement at least seven ten (710) business days prior to its scheduled release; provided, that if the Party proposing such Public Statement cannot provide the reviewing Party with seven ten (710) business days notice due to extraordinary circumstancescircumstances beyond that Party’s control, such Party will use reasonable efforts to provide the reviewing Party with the proposed Public Statement for comment at least forty-eight (48) hours before release. Each Party furthermore shall have the right to review and recommend changes to any such Public Statement and, except as otherwise required by Legal Requirement, the Party whose Public Statement has been reviewed shall remove any Confidential Information of the reviewing Party that the reviewing Party reasonably deems to be inappropriate for disclosure.
(ed) In addition to the foregoing each Party agrees to give the other Party a reasonable opportunity (to the extent consistent with Legal Requirements) to review all Public Statements required by Legal Requirements to be filed with the SEC or similar body prior to submission of such filings, and will give due consideration to any reasonable comments by the non-filing Party relating to such filing, including the provisions of this Agreement for which confidential treatment should be sought.
Appears in 2 contracts
Samples: Collaboration and Option Agreement (Aridis Pharmaceuticals, Inc.), Collaboration and Option Agreement (Aridis Pharmaceuticals, Inc.)
Publicity; Terms of this 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 this Section 14.412.4.
(b) On or after the Effective Date, Liquidia The Parties shall have the right to issue make a joint public announcement of the execution of this Agreement, Agreement in the form agreed by the Parties attached as of Exhibit H, which shall be issued on or promptly after the Effective Date.
(c) Except for the After release of such press release, if either Party desires to make a public announcement described 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). A Party commenting on such a proposed press release shall provide its comments, if any, within three (3) Business Days after receiving the press release for review. Notwithstanding the foregoing, a Party shall have the right to make a public announcement or press release announcing the achievement of each Regulatory Approval development milestone event set forth in Section 14.4(b)8.2 (excluding, neither Party nor such Party’s Affiliates will make any public announcements, press releases, regulatory filing or other public disclosures, written or oral, whether to the publicfor clarity, the pressInitiation of Phase 3 Clinical Trial milestones for any Indication) as it is achieved, stockholders or otherwise, concerning this Agreement or and the terms or achievement of other Regulatory Approvals in the subject matter hereof, the performance hereof or the Parties’ activities hereunder, or any results or data arising hereunder (a “Public Statement”), except: Territory as they occur either (i) with the prior written consent of the other Party (such consent not to be unreasonably delayed withheld); (ii) where required by applicable Laws or withheld but may be conditional upon certain restrictions as to the content and/or distribution of such Public Statement to ensure consistency with GSK’s policies, including GSK’s standards for Scientific Engagement)regulations promulgated by an applicable security exchange; or (iiiii) as permitted under Section 12.2. Except as provided in this subsection (c) or permitted under Section 12.2, no press release shall include the other Party’s Confidential Information without the prior written consent of such other Party. In relation to the other Party’s review of such an announcement, such other Party may make specific, reasonable comments on such proposed press release within the prescribed time for such Public Statements, as in commentary. Neither Party shall be required to seek the opinion permission of the counsel for other Party to repeat any information regarding the Party intending terms of this Agreement that has already been publicly disclosed by such Party, or by the other Party, in accordance with this Section 12.4, provided such information remains accurate as of such time.
(d) The Parties acknowledge that either or both Parties may be obligated to make such Public Statement, are file a copy of this Agreement and summaries of the terms hereof with the U.S. Securities and Exchange Commission or other Governmental Authority as reasonably required to comply with applicable Laws (including or the regulations rules of any stock a nationally-recognized securities exchange) (a “Legal Requirement”) . Each Party shall be entitled to make such filings, provided that it requests confidential treatment of the commercial terms and which in any event contain only sensitive technical terms hereof and thereof to the minimum disclosure necessary extent such confidential treatment is reasonably available to comply with such Party; provided that the relevant Legal Requirement. Confidential foregoing obligation to request confidential treatment has been requested shall not apply with respect to portions any disclosure of this agreement as indicated Agreement by “[***]” and either Party to the U.S. Internal Revenue Service or similar Governmental Authority outside the U.S. In the event of any such confidential portions have been deleted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934filing, as amended.
(d) Each each Party agrees to will provide the other Party with a copy of any proposed Public Statement as soon as this Agreement and related filings marked to show provisions for which such Party intends to seek confidential treatment and shall reasonably practicable under the circumstances prior to its scheduled release. Each Party shall provide consider and incorporate the other with an advance copy of any such Public Statement at least seven (7) days prior to its scheduled release; provided, that if the Party proposing such Public Statement cannot provide the reviewing Party with seven (7) days notice due to extraordinary circumstances, such Party will use reasonable efforts to provide the reviewing Party with the proposed Public Statement for comment at least forty-eight (48) hours before release. Each Party furthermore shall have the right to review and recommend changes to any such Public Statement and, except as otherwise required by Legal Requirement, the Party whose Public Statement has been reviewed shall remove any Confidential Information of the reviewing Party that the reviewing Party reasonably deems to be inappropriate for disclosure.
(e) In addition to the foregoing each Party agrees to give the other Party a reasonable opportunity (Party’s comments thereon to the extent consistent with Legal Requirements) the legal requirements and the rules of any nationally recognized securities exchange, with respect to review all Public Statements required by Legal Requirements the filing Party, governing disclosure of material agreements and material information to be filed with the SEC or similar body prior to submission of such filings, and will give due consideration to any reasonable comments by the non-filing Party relating to such filing, including the provisions of this Agreement for which confidential treatment should be soughtpublicly filed.
Appears in 1 contract
Samples: License and Collaboration Agreement (Molecular Partners Ag)
Publicity; Terms of this Agreement. (a) The Parties agree that the terms of this Agreement are the Confidential Information of both Parties, subject to disclosure authorized in this Article 12 and the special authorized disclosure provisions set forth in this Section 14.412.4.
(b) On or after the Effective Date, Liquidia shall have the right to issue a public Public announcement of the execution of this Agreement, Agreement shall be made substantially in the form agreed by of the Parties press release attached hereto as of Exhibit F, on or promptly after the Effective Date.
(c) Except for the After release of such press release, if either Party desires to make a public announcement described concerning the 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). A Party commenting on such a proposed press release shall provide its comments, if any, within [***] days after receiving the press release for review. Notwithstanding the foregoing, a Party shall have the right to make a public announcement or press release announcing the achievement of each Regulatory Approval development and regulatory milestone event set forth in Section 14.4(b), neither Party nor such Party’s Affiliates will make any public announcements, press releases, regulatory filing or other public disclosures, written or oral, whether to the public, the press, stockholders or otherwise, concerning this Agreement or the terms or the subject matter hereof, the performance hereof or the Parties’ activities hereunder, or any results or data arising hereunder (a “Public Statement”), except: 8.2 as it is achieved either (i) with the consent of the other Party, not to be unreasonably withheld; (ii) where required by applicable Laws or regulations promulgated by an applicable security exchange; or (iii) as permitted under Section 12.2. Except as provided in this subsection (c) or permitted under Section 12.2, no press release shall include the other Party’s Confidential Information without the prior written consent of such other Party. In relation to the other Party’s review of such an announcement, such other Party may make specific, reasonable comments on such proposed press release within the prescribed time for commentary. Neither Party shall be required to seek the permission of the other Party to repeat any information regarding the terms of this Agreement that has already been publicly disclosed by such Party, or by the other Party, in accordance with this Section 12.4, provided such information remains accurate as of such time.
(such consent not to be unreasonably delayed d) The Parties acknowledge that either or withheld but both Parties may be conditional upon certain restrictions as obligated to the content and/or distribution file a copy of such Public Statement to ensure consistency with GSK’s policies, including GSK’s standards for Scientific Engagement); or (ii) for such Public Statements, as in the opinion this Agreement and summaries of the counsel for terms hereof with the Party intending to make such Public Statement, are U.S. Securities and Exchange Commission or other Governmental Authority as reasonably required to comply with applicable Laws (including or the regulations rules of any stock a nationally-recognized securities exchange) (. Each Party shall be entitled to make such filings, provided that it requests confidential treatment of the commercial terms, sensitive technical terms and other terms of this Agreement that a “Legal Requirement”) and which in any event contain only Party reasonably deems sensitive or competitive to the minimum disclosure necessary extent such confidential treatment is reasonably available to comply with such Party; provided that the relevant Legal Requirement. Confidential foregoing obligation to request confidential treatment has been requested shall not apply with respect to portions any disclosure of this agreement as indicated Agreement by “[***]” and either Party to the U.S. Internal Revenue Service or similar Governmental Authority outside the U.S. In the event of any such confidential portions have been deleted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934filing, as amended.
(d) Each each Party agrees to will provide the other Party with a copy of any proposed Public Statement as soon as this Agreement and related filings marked to show provisions for which such Party intends to seek confidential treatment and shall reasonably practicable under the circumstances prior to its scheduled release. Each Party shall provide consider and incorporate the other with an advance copy of any such Public Statement at least seven (7) days prior to its scheduled release; provided, that if the Party proposing such Public Statement cannot provide the reviewing Party with seven (7) days notice due to extraordinary circumstances, such Party will use reasonable efforts to provide the reviewing Party with the proposed Public Statement for comment at least forty-eight (48) hours before release. Each Party furthermore shall have the right to review and recommend changes to any such Public Statement and, except as otherwise required by Legal Requirement, the Party whose Public Statement has been reviewed shall remove any Confidential Information of the reviewing Party that the reviewing Party reasonably deems to be inappropriate for disclosure.
(e) In addition to the foregoing each Party agrees to give the other Party a reasonable opportunity (Party’s comments thereon to the extent consistent with Legal Requirements) the legal requirements and the rules of any nationally recognized securities exchange, with respect to review all Public Statements required by Legal Requirements the filing Party, governing disclosure of material agreements and material information to be filed with the SEC or similar body prior to submission of such filings, and will give due consideration to any reasonable comments by the non-filing Party relating to such filing, including the provisions of this Agreement for which confidential treatment should be soughtpublicly filed.
Appears in 1 contract
Samples: Collaboration and License Agreement (Arrowhead Pharmaceuticals, Inc.)
Publicity; Terms of this Agreement. (a) The Parties agree that the terms of this Agreement are the Confidential Information of both Parties, subject to the special authorized disclosure provisions set forth in this Section 14.413.4.
(b) On or after the Effective Date, Liquidia shall have the right to issue a public Public announcement of the execution of this Agreement, Agreement shall be made substantially in the form agreed by of the Parties press release attached hereto as of Exhibit F, on or promptly after the Effective Date. On or promptly after the Closing Date the Parties shall issue a public announcement limited to announcing information contained in Exhibit F, clearance under the HSR Act and the fact that the transactions contemplated by this Agreement have closed.
(c) Except for the After release of such press release, if either Party desires to make a public announcement described concerning the 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). A Party commenting on such a proposed press release shall provide its comments, if any, within [***] after receiving the press release for review. Notwithstanding the foregoing, a Party shall have the right to make a public announcement or press release announcing the achievement of each Regulatory Approval development and regulatory milestone event set forth in Section 14.4(b)8.2 (excluding, neither Party nor such Party’s Affiliates will make any public announcements, press releases, regulatory filing or other public disclosures, written or oral, whether to the publicfor clarity, the press, stockholders or otherwise, concerning this Agreement or the terms or the subject matter hereof, the performance hereof or the Parties’ activities hereunder, or any results or data arising hereunder (a “Public Statement”), except: Initiation of Phase 3 Clinical Trial milestones) as it is achieved either (i) with the prior written consent of the other Party (such consent not to be unreasonably delayed withheld); (ii) where required by applicable Laws or withheld but may be conditional upon certain restrictions as to the content and/or distribution of such Public Statement to ensure consistency with GSK’s policies, including GSK’s standards for Scientific Engagement)regulations promulgated by an applicable security exchange; or (iiiii) as permitted under Section 12.2. Except as provided in this subsection (c) or permitted under Section 12.2, no press release shall include the other Party’s Confidential Information without the prior written consent of such other Party. In relation to the other Party’s review of such an announcement, such other Party may make specific, reasonable comments on such proposed press release within the prescribed time for such Public Statements, as in the opinion of the counsel for the commentary. Neither Party intending to make such Public Statement, are shall be required to comply with applicable Laws (including seek the regulations permission of any stock exchange) (a “Legal Requirement”) and which in any event contain only the minimum disclosure necessary to comply with the relevant Legal Requirement. Confidential treatment has been requested with respect to portions of this agreement as indicated by “[***]” and such confidential portions have been deleted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
(d) Each Party agrees to provide the other Party with a copy of to repeat any proposed Public Statement as soon as reasonably practicable under information regarding the circumstances prior to its scheduled release. Each Party shall provide the other with an advance copy of any such Public Statement at least seven (7) days prior to its scheduled release; provided, that if the Party proposing such Public Statement cannot provide the reviewing Party with seven (7) days notice due to extraordinary circumstances, such Party will use reasonable efforts to provide the reviewing Party with the proposed Public Statement for comment at least forty-eight (48) hours before release. Each Party furthermore shall have the right to review and recommend changes to any such Public Statement and, except as otherwise required by Legal Requirement, the Party whose Public Statement has been reviewed shall remove any Confidential Information of the reviewing Party that the reviewing Party reasonably deems to be inappropriate for disclosure.
(e) In addition to the foregoing each Party agrees to give the other Party a reasonable opportunity (to the extent consistent with Legal Requirements) to review all Public Statements required by Legal Requirements to be filed with the SEC or similar body prior to submission of such filings, and will give due consideration to any reasonable comments by the non-filing Party relating to such filing, including the provisions terms of this Agreement for which confidential treatment should be soughtthat has already been publicly disclosed by such Party, or by the other Party, in accordance with this Section 12.4, provided such information remains accurate as of such time.
Appears in 1 contract
Samples: Collaboration and License Agreement (Arrowhead Pharmaceuticals, Inc.)
Publicity; Terms of this Agreement. (a) The Parties agree that the terms of this Agreement are the Confidential Information of both Parties, subject solely to the special authorized disclosure provisions set forth in this Section 14.410.4 and Section 10.2.
(b) On or after the Effective Date, Liquidia shall have the right to issue a public announcement of the execution of this Agreement, in the form agreed by the Parties as of the Effective Date.
(c) Except for the public announcement described in Section 14.4(b), neither Neither Party nor such Party’s Affiliates will make any public announcements, press releases, regulatory filing or other public disclosures, written or oral, whether to the public, the press, to GSK’s stockholders or otherwise, concerning this Agreement or the terms or the subject matter hereof, the performance hereof or the Parties’ activities hereunder, or any results or data arising hereunder (a “Public Statement”), except: (i) with the prior written consent of the other Party (such consent not to be unreasonably delayed or withheld but may be conditional upon certain restrictions as to the content and/or distribution of such Public Statement to ensure consistency with GSK’s policies, including GSK’s standards for Scientific Engagement); or (ii) for such Public Statements, as in the opinion of the counsel for the Party intending to make such Public Statement, are required to comply with applicable Laws (including the regulations of any stock exchange) (a “Legal Requirement”) and which in any event contain only the minimum disclosure necessary to comply with the relevant Legal Requirement. Confidential treatment has been requested with respect to portions of this agreement as indicated by “[***]” and such confidential portions have been deleted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
(dc) Each Party agrees to provide the other Party with a copy of any proposed Public Statement as soon as reasonably practicable under the circumstances prior to its scheduled release. Each Party shall provide the other with an advance copy of any such Public Statement at least seven ten (710) business days prior to its scheduled release; provided, that if the Party proposing such Public Statement cannot provide the reviewing Party with seven ten (710) business days notice due to extraordinary circumstancescircumstances beyond that Party’s control, such Party will use reasonable efforts to provide the reviewing Party with Portions of this Exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 406 of the Securities Act of 1933, as amended the proposed Public Statement for comment at least forty-eight (48) hours before release. Each Party furthermore shall have the right to review and recommend changes to any such Public Statement and, except as otherwise required by Legal Requirement, the Party whose Public Statement has been reviewed shall remove any Confidential Information of the reviewing Party that the reviewing Party reasonably deems to be inappropriate for disclosure.
(ed) In addition to the foregoing each Party agrees to give the other Party a reasonable opportunity (to the extent consistent with Legal Requirements) to review all Public Statements required by Legal Requirements to be filed with the SEC or similar body prior to submission of such filings, and will give due consideration to any reasonable comments by the non-filing Party relating to such filing, including the provisions of this Agreement for which confidential treatment should be sought.
Appears in 1 contract
Samples: Collaboration and Option Agreement
Publicity; Terms of this Agreement. (a) The Parties agree that the material terms of this Agreement are the Confidential Information of both Parties, subject to the provisions of Section 9.2 and the special authorized disclosure provisions set forth in this Section 14.49.4.
(b) On or after the Effective Date, Liquidia shall have the right to The Parties may issue a public announcement of press release announcing the execution existence and selected key terms of this Agreement, in the a form agreed upon by the Parties and substantially similar to the template attached as Exhibit B, which shall be subject to the approval of MD Anderson’s Office of External Communications or other appropriate institutional designee and which shall be issued after the Effective Date.
(c) Except for the After release of such press release, if either Party desires to make a public announcement described concerning the material terms of this Agreement such Party shall give at least two (2) weeks prior advance notice of the proposed text of such announcement to the other Party for its prior review and approval (or, with respect to press releases and public announcements that are required by applicable Law, with as much advance notice as possible under the circumstances if it is not possible to provide notice at least two (2) weeks in advance). A Party commenting on such a proposed press release shall provide its comments, if any, within ten (10) Business Days after receiving the press release for review (or, with respect to press releases and public announcements that are required by applicable Law, as soon as possible under the circumstances if less than two (2) weeks’ notice is provided as provided above). Except as provided in this subsection (c) or permitted under Section 14.4(b)9.2, neither Party nor such no press release shall include the other Party’s Affiliates will make any public announcements, press releases, regulatory filing or other public disclosures, written or oral, whether to the public, the press, stockholders or otherwise, concerning this Agreement or the terms or the subject matter hereof, the performance hereof or the Parties’ activities hereunder, or any results or data arising hereunder (a “Public Statement”), except: (i) with Confidential Information without the prior written consent of such other Party. In relation to the other Party’s review of such an announcement, such other Party may make specific, reasonable comments on such proposed press release within the prescribed time for commentary. Neither Party shall be required to seek the permission of the other Party to repeat any information regarding the terms of this Agreement that has already been publicly disclosed by such Party, or by the other Party, in accordance with this Section 9.4, provided such information remains accurate as of such time.
(such consent not to be unreasonably delayed or withheld but d) The Parties acknowledge that Immatics US may be conditional upon certain restrictions as obligated to the content and/or distribution file a copy of such Public Statement to ensure consistency with GSK’s policies, including GSK’s standards for Scientific Engagement); or (ii) for such Public Statements, as in the opinion this Agreement and summaries of the counsel for terms hereof with the Party intending to make such Public Statement, are U.S. Securities and Exchange Commission or other Governmental Authority as reasonably required to comply with applicable Laws (including or the regulations rules of any stock a nationally-recognized securities exchange) (a “Legal Requirement”) . Immatics US shall be entitled to make such filings, provided that it requests confidential treatment of the commercial terms and which in any event contain only sensitive technical terms hereof and thereof to the minimum disclosure necessary extent such confidential treatment is reasonably available to comply with such Party; provided that the relevant Legal Requirement. Confidential foregoing obligation to request confidential treatment has been requested shall not apply with respect to portions any disclosure of this agreement as indicated Agreement by “[***]” and either Party to the U.S. Internal Revenue Service or similar Governmental Authority outside the U.S. In the event of any such confidential portions have been deleted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934filing, as amended.
(d) Each each Party agrees to shall provide the other Party with a copy of any proposed Public Statement as soon as this Agreement and related filings marked to show provisions for which such Party intends to seek confidential treatment and shall reasonably practicable under the circumstances prior to its scheduled release. Each Party shall provide consider and incorporate the other with an advance copy of any such Public Statement at least seven (7) days prior to its scheduled release; provided, that if the Party proposing such Public Statement cannot provide the reviewing Party with seven (7) days notice due to extraordinary circumstances, such Party will use reasonable efforts to provide the reviewing Party with the proposed Public Statement for comment at least forty-eight (48) hours before release. Each Party furthermore shall have the right to review and recommend changes to any such Public Statement and, except as otherwise required by Legal Requirement, the Party whose Public Statement has been reviewed shall remove any Confidential Information of the reviewing Party that the reviewing Party reasonably deems to be inappropriate for disclosure.
(e) In addition to the foregoing each Party agrees to give the other Party a reasonable opportunity (Party’s comments thereon to the extent consistent with Legal Requirements) the legal requirements and the rules of any nationally recognized securities exchange, with respect to review all Public Statements required by Legal Requirements the filing Party, governing disclosure of material agreements and material information to be filed with the SEC or similar body prior to submission of such filings, and will give due consideration to any reasonable comments by the non-filing Party relating to such filing, including the provisions of this Agreement for which confidential treatment should be soughtpublicly filed.
Appears in 1 contract
Publicity; Terms of this 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 this Section 14.413.4.
(b) On or after the Effective Date, Liquidia The Parties shall have the right to issue make a joint public announcement of the execution of this Agreement, Agreement in the form agreed by the Parties attached as of Exhibit H, which shall be issued on or promptly after the Effective Date.
(c) Except for the After release of such press release, if either Party desires to make a public announcement described 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). A Party commenting on such a proposed press release shall provide its comments, if any, within [***] after receiving the press release for review. Notwithstanding the foregoing, a Party shall have the right to make a public announcement or press release announcing the achievement of each Regulatory Approval development milestone event set forth in Section 14.4(b)9.4 (excluding, neither Party nor such Party’s Affiliates will make any public announcements, press releases, regulatory filing or other public disclosures, written or oral, whether to the publicfor clarity, the press[***]) as it is achieved, stockholders or otherwise, concerning this Agreement or and the terms or achievement of other Regulatory Approvals in the subject matter hereof, the performance hereof or the Parties’ activities hereunder, or any results or data arising hereunder (a “Public Statement”), except: Territory as they occur either (i) with the prior written consent of the other Party (such consent not to be unreasonably delayed withheld); (ii) where required by applicable Laws or withheld but may be conditional upon certain restrictions as to the content and/or distribution of such Public Statement to ensure consistency with GSK’s policies, including GSK’s standards for Scientific Engagement)regulations promulgated by an applicable security exchange; or (iiiii) as permitted under Section 13.2. Except as provided in this subsection (c) or permitted under Section 13.2, no press release shall include the other Party’s Confidential Information without the prior written consent of such other Party. In relation to the other Party’s review of such an announcement, such other Party may make specific, reasonable comments on such proposed press release within the prescribed time for such Public Statements, as in commentary. Neither Party shall be required to seek the opinion permission of the counsel for other Party to repeat any information regarding the Party intending terms of this Agreement that has already been publicly disclosed by such Party, or by the other Party, in accordance with this Section 13.4, provided such information remains accurate as of such time.
(d) The Parties acknowledge that either or both Parties may be obligated to make such Public Statement, are file a copy of this Agreement and summaries of the terms hereof with the U.S. Securities and Exchange Commission or other Governmental Authority as reasonably required to comply with applicable Laws (including or the regulations rules of any stock a nationally-recognized securities exchange) (a “Legal Requirement”) . Each Party shall be entitled to make such filings, provided that it requests confidential treatment of the commercial terms and which in any event contain only sensitive technical terms hereof and thereof to the minimum disclosure necessary extent such confidential treatment is reasonably available to comply with such Party; provided that the relevant Legal Requirement. Confidential foregoing obligation to request confidential treatment has been requested shall not apply with respect to portions any disclosure of this agreement as indicated Agreement by “[***]” and either Party to the U.S. Internal Revenue Service or similar Governmental Authority outside the U.S. In the event of any such confidential portions have been deleted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934filing, as amended.
(d) Each each Party agrees to will provide the other Party with a copy of any proposed Public Statement as soon as this Agreement and related filings marked to show provisions for which such Party intends to seek confidential treatment and shall reasonably practicable under the circumstances prior to its scheduled release. Each Party shall provide consider and incorporate the other with an advance copy of any such Public Statement at least seven (7) days prior to its scheduled release; provided, that if the Party proposing such Public Statement cannot provide the reviewing Party with seven (7) days notice due to extraordinary circumstances, such Party will use reasonable efforts to provide the reviewing Party with the proposed Public Statement for comment at least forty-eight (48) hours before release. Each Party furthermore shall have the right to review and recommend changes to any such Public Statement and, except as otherwise required by Legal Requirement, the Party whose Public Statement has been reviewed shall remove any Confidential Information of the reviewing Party that the reviewing Party reasonably deems to be inappropriate for disclosure.
(e) In addition to the foregoing each Party agrees to give the other Party a reasonable opportunity (Party’s comments thereon to the extent consistent with Legal Requirements) the legal requirements and the rules of any nationally recognized securities exchange, with respect to review all Public Statements required by Legal Requirements the filing Party, governing disclosure of material agreements and material information to be filed with the SEC or similar body prior to submission of such filings, and will give due consideration to any reasonable comments by the non-filing Party relating to such filing, including the provisions of this Agreement for which confidential treatment should be soughtpublicly filed.
Appears in 1 contract
Samples: Discovery Alliance Agreement (Molecular Partners Ag)
Publicity; Terms of this 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 this Section 14.412.4.
(b) On or after the Effective Date, Liquidia The Parties shall have the right to issue make a joint public announcement of the execution of this Agreement, Agreement in the form agreed by the Parties attached as of Exhibit H, which shall be issued on or promptly after the Effective Date.
(c) Except for the After release of such press release, if either Party desires to make a public announcement described 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). A Party commenting on such a proposed press release shall provide its comments, if any, within three (3) Business Days after receiving the press release for review. Notwithstanding the foregoing, a Party shall have the right to make a public announcement or press release announcing the achievement of each Regulatory Approval development milestone event set forth in Section 14.4(b)8.2 (excluding, neither Party nor such Party’s Affiliates will make any public announcements, press releases, regulatory filing or other public disclosures, written or oral, whether to the publicfor clarity, the pressInitiation of Phase 3 Clinical Trial milestones for any Indication) as it is achieved, stockholders or otherwise, concerning this Agreement or and the terms or achievement of other Regulatory Approvals in the subject matter hereof, the performance hereof or the Parties’ activities hereunder, or any results or data arising hereunder (a “Public Statement”), except: Territory as they occur either (i) with the prior written consent of the other Party (such consent not to be unreasonably delayed withheld); (ii) where required by applicable Laws or withheld but may be conditional upon certain restrictions as to the content and/or distribution of such Public Statement to ensure consistency with GSK’s policies, including GSK’s standards for Scientific Engagement)regulations promulgated by an applicable security exchange; or (iiiii) for such Public Statementsas permitted under Section 12.2. Except as provided in this subsection (c) or permitted under Section 12.2, as in the opinion of the counsel for the Party intending to make such Public Statement, are required to comply with applicable Laws (including the regulations of any stock exchange) (a “Legal Requirement”) and which in any event contain only the minimum disclosure necessary to comply with the relevant Legal Requirement. Confidential treatment has been requested with respect to portions of this agreement as indicated by “[***]” and such confidential portions have been deleted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
(d) Each Party agrees to provide no press release shall include the other Party with a copy of any proposed Public Statement as soon as reasonably practicable under the circumstances prior to its scheduled release. Each Party shall provide the other with an advance copy of any such Public Statement at least seven (7) days prior to its scheduled release; provided, that if the Party proposing such Public Statement cannot provide the reviewing Party with seven (7) days notice due to extraordinary circumstances, such Party will use reasonable efforts to provide the reviewing Party with the proposed Public Statement for comment at least forty-eight (48) hours before release. Each Party furthermore shall have the right to review and recommend changes to any such Public Statement and, except as otherwise required by Legal Requirement, the Party whose Public Statement has been reviewed shall remove any Party’s Confidential Information of without the reviewing Party that the reviewing Party reasonably deems to be inappropriate for disclosure.
(e) In addition to the foregoing each Party agrees to give the other Party a reasonable opportunity (to the extent consistent with Legal Requirements) to review all Public Statements required by Legal Requirements to be filed with the SEC or similar body prior to submission written consent of such filings, and will give due consideration to any reasonable comments by the non-filing Party relating to such filing, including the provisions of this Agreement for which confidential treatment should be sought.other Party. In
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