Common use of Restrictions on Sharing Information Clause in Contracts

Restrictions on Sharing Information. (a) Notwithstanding anything to the contrary, neither Party shall be obligated pursuant to this Agreement to provide, or grant access to, any information (i) that it reasonably and in good faith considers to be Confidential Information it is prevented from disclosing to the other Party by an enforceable confidentiality agreement with a Third Party and that such Party used Commercially Reasonable Efforts to obtain the consent of such Third Party to provide, or grant access to, such information to the other Party, (ii) the disclosure of which would adversely affect the attorney-client privilege between such Party and its counsel, or (iii) the disclosure of which is not permitted pursuant to any Applicable Law or requirement of a Governmental Authority; provided, that in each case where information was not provided or access was not granted as would otherwise be required under this Agreement, such Party shall inform the other Party of the reason it was not provided or granted and a description of the specific nature of the applicable information and, in the case of clause (ii), such Party shall at the request of the other Party enter into a common interest agreement with the other Party to the extent such agreement would permit disclosure of such information without adversely affecting such attorney-client privilege and then disclose such information to the other Party. Following the Effective Date and during the Term, in connection with entering into any material agreement (or material amendment thereof) with any Third Party related to the Business, each Party agrees to use Commercially Reasonable Efforts to negotiate with such Third Party to include provisions in such agreement (or such amendment) sufficient to allow the other Party to receive relevant Confidential Information of such Third Party. (b) This Agreement supersedes the Bilateral Confidential Disclosure Agreement between the Parties dated August 31, 2014 (the “Prior Agreement”) with respect to information disclosed thereunder. All information exchanged between the Parties under the Prior Agreement shall be deemed Confidential Information of the disclosing Party and shall be subject to the terms of Sections 8.1, 8.2 and 8.3. (c) In addition to all obligations regarding the use of Hospira’s Confidential Information and notwithstanding anything to the contrary herein, Pfenex shall not disclose any Confidential Information of Hospira with respect to the Development Plan or any Regulatory Materials (or any other Confidential Information of Hospira as reasonably requested by Hospira from time to time) with any employees, independent contractors or consultants of Pfenex that are working on (or who have at any time worked on) the strategy for or preparation, prosecution or maintenance of any regulatory filing for pegfilgrastim or application therefor, in each case pursuant to Pfenex’s collaboration with Strides Arcolab Limited and its affiliates. To the extent any such information is shared with any employees, independent contractors or consultants of Pfenex, such individuals shall be prohibited from thereafter working on the strategy for or preparation, prosecution or maintenance of any regulatory filing for pegfilgrastim or application therefor, in each case pursuant to Pfenex’s collaboration with Strides Arcolab Limited and its affiliates. [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.

Restrictions on Sharing Information. (a) Notwithstanding anything to the contrary, neither Party shall be obligated pursuant to this Agreement to provide, or grant access to, any information (ia) that it reasonably and in good faith considers to be is Confidential Information it is prevented from disclosing to the other Party by an enforceable confidentiality agreement with a Third Party and that such Party used Commercially Reasonable Efforts to obtain the consent of such Third Party to provide, provide or grant access to, such information to the other Party, (iib) the disclosure of which would adversely affect the attorney-client privilege between such Party and its counsel, based upon the advice of such Party’s outside legal counsel, or (iiic) the disclosure of which is not permitted pursuant to any Applicable Law or requirement of a Governmental Authority; provided, that provided in each case where information was not provided or access was not granted as would otherwise be required under this Agreement, such Party shall inform the other Party of the reason it was not provided or granted and a description of the specific nature of the applicable information and, in the case of clause (ii), such Party shall at the request of the other Party enter into a common interest agreement with the other Party to the extent such agreement would permit disclosure of such information without adversely affecting such attorney-client privilege and then disclose such information to the other Partyinformation. Following the Effective Date and during the Term, in connection with entering into any material agreement (or material amendment thereof) with any Third Party related to the Business, each Party agrees to use Commercially Reasonable Efforts to negotiate with such Third Party to include provisions in such agreement (or such amendment) sufficient to allow the other Party to receive relevant Confidential Information of such Third Party. (b) . This Agreement supersedes the Bilateral Confidential Disclosure Mutual Confidentiality Agreement between the Parties dated August 31November 15, 2014 2017 (the “Prior Agreement”) with respect to information disclosed thereunder. All information exchanged between the Parties under the Prior Agreement shall be deemed Confidential Information of the disclosing Party and shall be subject to the terms of Sections 8.1, 8.2 and 8.3. (c) In addition to all obligations regarding the use of Hospira’s Confidential Information and notwithstanding anything to the contrary herein, Pfenex shall not disclose any Confidential Information of Hospira with respect to the Development Plan or any Regulatory Materials (or any other Confidential Information of Hospira as reasonably requested by Hospira from time to time) with any employees, independent contractors or consultants of Pfenex that are working on (or who have at any time worked on) the strategy for or preparation, prosecution or maintenance of any regulatory filing for pegfilgrastim or application therefor, in each case pursuant to Pfenex’s collaboration with Strides Arcolab Limited and its affiliates. To the extent any such information is shared with any employees, independent contractors or consultants of Pfenex, such individuals shall be prohibited from thereafter working on the strategy for or preparation, prosecution or maintenance of any regulatory filing for pegfilgrastim or application therefor, in each case pursuant to Pfenex’s collaboration with Strides Arcolab Limited and its affiliates. [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.

Restrictions on Sharing Information. (a) Notwithstanding anything to the contrary, neither Party shall be obligated pursuant to this Agreement to provide, or grant access to, any information (ia) that it reasonably and in good faith considers to be is Confidential Information it is prevented from disclosing to the other Party by an enforceable confidentiality agreement with a Third Party and that such Party used Commercially Reasonable Efforts to obtain the consent of such Third Party to provide, provide or grant access to, such information to the other Party, (iib) the disclosure of which would adversely affect the attorney-client privilege between such Party and its counsel, based upon the advice of such Party's outside legal counsel, or (iiic) the disclosure of which is not permitted pursuant to any Applicable Law or requirement of a Governmental Authority; provided, that provided in each case where information was not provided or access was not granted as would otherwise be required under this Agreement, such Party shall inform the other Party of the reason it was not provided or granted and a description of the specific nature of the applicable information and, in the case of clause (ii), such Party shall at the request of the other Party enter into a common interest agreement with the other Party to the extent such agreement would permit disclosure of such information without adversely affecting such attorney-client privilege and then disclose such information to the other Partyinformation. Following the Effective Date and during the Term, in connection with entering into any material agreement (or material amendment thereof) with any Third Party related to the Business, each Party agrees to use Commercially Reasonable Efforts to negotiate with such Third Party to include provisions in such agreement (or such amendment) sufficient to allow the other Party to receive relevant Confidential Information of such Third Party. (b) . This Agreement supersedes the Bilateral Confidential Disclosure Mutual Confidentiality Agreement between the Parties dated August 31November 15, 2014 2017 (the “Prior Agreement”) with respect to information disclosed thereunder. All information exchanged between the Parties under the Prior Agreement shall be deemed Confidential Information of the disclosing Party and shall be subject to the terms of Sections Clauses 8.1, 8.2 and 8.3. (c) In addition to all obligations regarding the use of Hospira’s Confidential Information and notwithstanding anything to the contrary herein, Pfenex shall not disclose any Confidential Information of Hospira with respect to the Development Plan or any Regulatory Materials (or any other Confidential Information of Hospira as reasonably requested by Hospira from time to time) with any employees, independent contractors or consultants of Pfenex that are working on (or who have at any time worked on) the strategy for or preparation, prosecution or maintenance of any regulatory filing for pegfilgrastim or application therefor, in each case pursuant to Pfenex’s collaboration with Strides Arcolab Limited and its affiliates. To the extent any such information is shared with any employees, independent contractors or consultants of Pfenex, such individuals shall be prohibited from thereafter working on the strategy for or preparation, prosecution or maintenance of any regulatory filing for pegfilgrastim or application therefor, in each case pursuant to Pfenex’s collaboration with Strides Arcolab Limited and its affiliates. [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.,