Common use of Release from Restrictions Clause in Contracts

Release from Restrictions. The provisions of Section 9.01 shall not apply to and terminate with respect to any Confidential Information disclosed hereunder that: (a) is lawfully disclosed to the Receiving Party by an independent, unaffiliated third party rightfully in possession of the Confidential Information and under no confidentiality or fiduciary obligation to the Disclosing Party not to make disclosure; (b) is or becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; (c) is developed independently by the Receiving Party without use of the Confidential Information of the Disclosing Party; (d) is legally required to be disclosed to a Regulatory Authority or is otherwise required or compelled to be disclosed; provided, however, that: (i) the Receiving Party shall provide prompt written notice of such requirement to the Disclosing Party so that the Disclosing Party may seek a protective order or other remedy; and provided further that the Receiving Party shall be permitted to furnish only that portion of such Confidential Information that is legally required to be provided and the Receiving Party shall exercise reasonable efforts to obtain assurances that confidential treatment shall be accorded such information; and (ii) the Receiving Party shall continue to treat such Confidential Information as confidential pursuant to Section 9.01 unless and until such Confidential Information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party.

Release from Restrictions. The provisions of Section 9.01 6.01 shall not apply to and terminate with respect to any Confidential Information disclosed hereunder that: (a) is lawfully disclosed to the Receiving Party by an independent, unaffiliated third party Party rightfully in possession of the Confidential Information and under no confidentiality or fiduciary obligation to the Disclosing Party not to make disclosure; (b) is or becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; (c) is developed independently by the Receiving Party without use of access to the Confidential Information of the Disclosing Party; (d) is legally required to be disclosed to a Regulatory Authority or is otherwise required or compelled to be disclosedthe FDA; provided, however, that:the Receiving Party shall continue to treat such Confidential Information as confidential pursuant to Section 6.01 unless and until such Confidential Information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; or (ie) a Party is legally compelled to disclose; provided, however, that the Receiving Party shall provide prompt written notice of such requirement to the Disclosing Party so that the Disclosing Party may seek a protective order or other remedyremedy or waive compliance with Section 6.01; and provided further that in the event that such protective order or other remedy is not obtained or the Disclosing Party waives compliance with Section 6.01, the Receiving Party shall be permitted to furnish only that portion of such Confidential Information that is legally required to be provided and the Receiving Party shall exercise its reasonable best efforts to obtain assurances that confidential treatment shall be accorded such information; and (ii) the Receiving Party shall continue to treat such Confidential Information as confidential pursuant to Section 9.01 unless and until such Confidential Information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party.

Release from Restrictions. The provisions of Section 9.01 7.01 shall not apply to and terminate with respect to any Confidential Information disclosed hereunder that: (a) is lawfully disclosed to the Receiving Party by an independent, unaffiliated third party Person rightfully in possession of the Confidential Information and under no confidentiality or fiduciary obligation to the Disclosing Party not to make disclosure; (b) is or becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; (c) is developed independently by the Receiving Party without use of access to the Confidential Information of the Disclosing Party; (d) is legally required to be disclosed to the CFDA, FDA or other Regulatory Authority; or (e) a Regulatory Authority or Receiving Party is otherwise required or legally compelled to be discloseddisclose; provided, however, that: (i) that the Receiving Party shall provide prompt written notice of such requirement to the Disclosing Party so that the Disclosing Party may seek a protective order or other remedyremedy or waive compliance with Section 7.01; and provided further that in the event that such protective order or other remedy is not obtained or the Disclosing Party waives compliance with Section 7.01, the Receiving Party shall be permitted to furnish only that portion of such Confidential Information that is legally required to be provided and the Receiving Party shall exercise reasonable efforts its Commercially Reasonable Efforts to obtain assurances that confidential treatment shall be accorded such information; and (ii) the Receiving Party shall continue to treat such Confidential Information as confidential pursuant to Section 9.01 unless and until such Confidential Information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party.

Release from Restrictions. The provisions of Section 9.01 10.1 shall not apply to and terminate with respect to any Confidential Information information disclosed hereunder that: (a) is lawfully disclosed to the Receiving Party by an independent, unaffiliated third party rightfully in possession of the Confidential Information and under no confidentiality or fiduciary obligation to the Disclosing Party not to make disclosure; (b) is or becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; (c) is developed independently by the Receiving Party without use of access to the Confidential Information of the Disclosing Party; (d) is legally required to be disclosed to a Regulatory Authority or is otherwise required or compelled to be disclosedthe FDA; provided, however, that:the Receiving Party shall continue to treat such information as confidential pursuant to Section 10.1 unless and until such information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; or (ie) a Party is legally compelled to disclose; provided, however, that the Receiving Party shall provide prompt written notice of such requirement to the Disclosing Party so that the Disclosing Party may seek a protective order or other remedyremedy or waive compliance with Section 10.1; and provided further that if such protective order or other remedy is not obtained or the Disclosing Party waives compliance with Section 10.1, the Receiving Party shall be permitted to furnish only that portion of such Confidential Information that is legally required to be provided and the Receiving Party shall exercise its reasonable best efforts to obtain assurances that confidential treatment shall be accorded such information; and (ii) the Receiving Party shall continue to treat such Confidential Information as confidential pursuant to Section 9.01 unless and until such Confidential Information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party.

Release from Restrictions. The provisions of Section 9.01 ------------------------- 15.01 shall not apply to and terminate with respect to any Confidential Information disclosed hereunder that: (a) is lawfully disclosed to the Receiving receiving Party by an independent, unaffiliated third party rightfully in possession of the Confidential Information and under no confidentiality or fiduciary obligation to the Disclosing Party not to make disclosure; (b) is or becomes published or generally known to the public through no fault or omission on the part of the Receiving receiving Party;; or (c) is developed independently by the Receiving a Party without use of the Confidential Information of the Disclosing Party; (d) is legally required to be disclosed to a Regulatory Authority or is otherwise required or compelled to be discloseddisclose; provided, however, that: (i) that -------- ------- the Receiving receiving Party shall provide prompt written notice of such requirement to the Disclosing disclosing Party so that the Disclosing disclosing Party may seek a protective order or other remedyremedy or waive compliance with Section 15.01; and provided -------- further that in the Receiving event that such protective order or other remedy is not ------- obtained or the disclosing Party waives compliance with Section 15.01, the receiving Party shall be permitted to furnish only that portion of such Confidential Information that which is legally required to be provided and the Receiving receiving Party shall exercise its reasonable best efforts to obtain assurances that confidential treatment shall be accorded such information; and (ii) the Receiving Party shall continue to treat such Confidential Information as confidential pursuant to Section 9.01 unless and until such Confidential Information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party.

Release from Restrictions. The provisions of Section 9.01 7.01 shall not apply to and terminate with respect to any Confidential Information information disclosed hereunder that: (a) is lawfully disclosed to the Receiving Party by an independent, unaffiliated third party rightfully in possession of the Confidential Information information and under no confidentiality or fiduciary obligation to the Disclosing Party not to make disclosure; (b) is or becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; (c) is developed independently by the Receiving Party without use of access to the Confidential Information of the Disclosing Party; (d) is legally required to be disclosed to a Regulatory Authority in the United States or is otherwise required or compelled in another jurisdiction in which the Parties have agreed to be disclosedseek Approvals; provided, however, that:the Receiving Party shall continue to treat such information as confidential pursuant to Section 7.01 unless and until such information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; or (ie) a Party is legally compelled to disclose; provided, however, that the Receiving Party shall provide prompt written notice of such requirement to the Disclosing Party so that the Disclosing Party may seek a protective order or other remedyremedy or waive compliance with Section 7.01; and provided further that in the event that such protective order or other remedy is not obtained or the Disclosing Party waives compliance with Section 7.01, the Receiving Party shall be permitted to furnish only that portion of such Confidential Information that is legally required to be provided and the Receiving Party shall exercise its reasonable best efforts to obtain assurances that confidential treatment shall be accorded such information; and (ii) the Receiving Party shall continue to treat such Confidential Information as confidential pursuant to Section 9.01 unless and until such Confidential Information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party.

Release from Restrictions. The provisions of Section 9.01 7.01 shall not apply to and terminate with respect to any Confidential Information disclosed hereunder that: (a) is lawfully disclosed to the Receiving Party by an independent, unaffiliated third party Party rightfully in possession of the Confidential Information and under no confidentiality or fiduciary obligation to the Disclosing Party not to make disclosure; (b) is or becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; (c) is developed independently by the Receiving Party without use of access to the Confidential Information of the Disclosing Party; (d) is legally required to be disclosed to a Regulatory Authority or is otherwise required or compelled to be disclosedthe FDA; provided, however, that:the Receiving Party shall continue to treat such Confidential Information as confidential pursuant to Section 7.01 unless and until such Confidential Information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; or (ie) a Party is legally compelled to disclose; provided, however, that the Receiving Party shall provide prompt written notice of such requirement to the Disclosing Party so that the Disclosing Party may seek a protective order or other remedyremedy or waive compliance with Section 7.01; and provided further that in the event that such protective order or other remedy is not obtained or the Disclosing Party waives compliance with Section 7.01, the Receiving Party shall be permitted to furnish only that portion of such Confidential Information that is legally required to be provided and the Receiving Party shall exercise its reasonable best efforts to obtain assurances that confidential treatment shall be accorded such information; and (ii) the Receiving Party shall continue to treat such Confidential Information as confidential pursuant to Section 9.01 unless and until such Confidential Information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party.

Release from Restrictions. The provisions of Section 9.01 10.01 shall not apply to and terminate with respect to any Confidential Information information disclosed hereunder that: (a) is lawfully disclosed to the Receiving Party by an independent, unaffiliated third party rightfully in possession of the Confidential Information and under no confidentiality or fiduciary obligation to the Disclosing Party not to make disclosure; (b) is or becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; (c) is developed independently by the Receiving Party without use of access to the Confidential Information of the Disclosing Party; (d) is legally required to be disclosed to a Regulatory Authority or is otherwise required or compelled to be disclosedthe FDA; provided, however, that:the Receiving Party shall continue to treat such information as confidential pursuant to Section 10.01 unless and until such information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; or (ie) a Party is legally compelled to disclose; provided, however, that the Receiving Party shall provide prompt written notice of such requirement to the Disclosing Party so that the Disclosing Party may seek a protective order or other remedyremedy or waive compliance with Section 10.01; and provided further that if such protective order or other remedy is not obtained or the Disclosing Party waives compliance with Section 10.01, the Receiving Party shall be permitted to furnish only that portion of such Confidential Information that is legally required to be provided and the Receiving Party shall exercise its reasonable best efforts to obtain assurances that confidential treatment shall be accorded such information; and (ii) the Receiving Party shall continue to treat such Confidential Information as confidential pursuant to Section 9.01 unless and until such Confidential Information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party.

Release from Restrictions. The provisions of Section 9.01 11.01 shall not apply to and terminate with respect to any Confidential Information disclosed hereunder that: (a) is lawfully disclosed to the Receiving Party by an independent, unaffiliated third party Person rightfully in possession of the Confidential Information and under no confidentiality or fiduciary obligation to the Disclosing Party not to make disclosure; (b) is or becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; (c) is developed independently by the Receiving Party without use of access to the Confidential Information of the Disclosing Party; (d) is legally required to be disclosed to the FDA; or (e) a Regulatory Authority or Receiving Party is otherwise required or legally compelled to be discloseddisclose; provided, however, that: (i) that the Receiving Party shall provide prompt written notice of such requirement to the Disclosing Party so that the Disclosing Party may seek a protective order or other remedyremedy or waive compliance with Section 11.01; and provided further that in the event that such protective order or other remedy is not obtained or the Disclosing Party does not waive compliance with Section 11.01, the Receiving Party shall be permitted to furnish only that portion of such Confidential Information that is legally required to be provided and the Receiving Party shall exercise its reasonable best efforts to obtain assurances that confidential treatment shall be accorded such information; and (ii) the Receiving Party shall continue to treat such Confidential Information as confidential pursuant to Section 9.01 unless and until such Confidential Information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party.

Release from Restrictions. The provisions of Section 9.01 6.01 shall not apply to and terminate with respect to any Confidential Information disclosed hereunder that: (a) is lawfully disclosed to the Receiving Party by an independent, unaffiliated third party Person rightfully in possession of the Confidential Information and under no confidentiality or fiduciary obligation to the Disclosing Party not to make disclosure; (b) is or becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; (c) is developed independently by the Receiving Party without use of access to the Confidential Information of the Disclosing Party; (d) is legally required to be disclosed to the FDA; or (e) a Regulatory Authority or Receiving Party is otherwise required or legally compelled to be discloseddisclose; provided, however, that: (i) that the Receiving Party shall provide prompt written notice of such requirement to the Disclosing Party so that the Disclosing Party may seek a protective order or other remedyremedy or waive compliance with Section 6.01; and provided further that in the event that such protective order or other remedy is not obtained or the Disclosing Party waives compliance with Section 6.01, the Receiving Party shall be permitted to furnish only that portion of such Confidential Information that is legally required to be provided and the Receiving Party shall exercise reasonable efforts its Commercially Reasonable Efforts to obtain assurances that confidential treatment shall be accorded such information; and (ii) the Receiving Party shall continue to treat such Confidential Information as confidential pursuant to Section 9.01 unless and until such Confidential Information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party.

Release from Restrictions. The provisions of Section 9.01 6.01 shall not apply to and terminate with respect to any Confidential Information information disclosed hereunder that: (a) is lawfully disclosed to the Receiving Party by an independent, unaffiliated third party rightfully in possession of the Confidential Information information and under no confidentiality or fiduciary obligation to the Disclosing Party not to make disclosure; (b) is or becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; (c) is developed independently by the Receiving Party without use of access to the Confidential Information of the Disclosing Party; (d) is legally required to be disclosed to a Regulatory Authority in the United States or is otherwise required or compelled in another jurisdiction in which the Parties have agreed to be disclosedseek Approvals; provided, however, that:the Receiving Party shall continue to treat such information as confidential pursuant to Section 6.01 unless and until such information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; or (ie) a Party is legally compelled to disclose; provided, however, that the Receiving Party shall provide prompt written notice of such requirement to the Disclosing Party so that the Disclosing Party may seek a protective order or other remedyremedy or waive compliance with Section 6.01; and provided further that in the event such protective order or other remedy is not obtained or the Disclosing Party waives compliance with Section 6.01, the Receiving Party shall be permitted to furnish only that portion of such Confidential Information that is legally required to be provided provided, and the Receiving Party shall exercise its reasonable best efforts to obtain assurances that confidential treatment shall be accorded such information; and (ii) the Receiving Party shall continue to treat such Confidential Information as confidential pursuant to Section 9.01 unless and until such Confidential Information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party.

Release from Restrictions. The provisions of Section 9.01 7.01 shall not apply to and terminate with respect to any Confidential Information information disclosed hereunder that: (ai) is lawfully disclosed to the Receiving Party by an independent, unaffiliated third party Party rightfully in possession of the Confidential Information and under no confidentiality or fiduciary obligation to the Disclosing Party not to make disclosure; (bii) is or becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; (ciii) is developed independently by the Receiving Party without use of access to the Confidential Information of the Disclosing Party; (div) is legally required to be disclosed to a Regulatory Authority or is otherwise required or compelled to be disclosed; provided, however, that:the Receiving Party shall continue to treat such information as confidential pursuant to Section 7.01 unless and until such information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party; or (iv) a Party is legally compelled to disclose; provided, however, that the Receiving Party shall provide prompt written notice of such requirement to the Disclosing Party so that the Disclosing Party may seek a protective order or other remedyremedy or waive compliance with Section 7.01; and provided further that if such protective order or other remedy is not obtained or the Disclosing Party waives compliance with Section 7.01, the Receiving Party shall be permitted to furnish only that portion of such Confidential Information that is legally required to be provided and the Receiving Party shall exercise its reasonable best efforts to obtain assurances that confidential treatment shall be accorded such information; and (ii) the Receiving Party shall continue to treat such Confidential Information as confidential pursuant to Section 9.01 unless and until such Confidential Information becomes published or generally known to the public through no fault or omission on the part of the Receiving Party.