Common use of Right to Disclose Clause in Contracts

Right to Disclose. To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement or any rights which survive termination or expiration hereof, each Party may disclose Confidential Information to its Affiliates, sublicensees, consultants, attorneys, accountants, investment bankers, or other Third Parties on condition that such entities or persons agree (a) to keep the Confidential Information confidential for the same time periods and to the same extent as each Party is required to keep the Confidential Information confidential and (b) to use the Confidential Information only for such purposes as such Party is entitled to use the Confidential Information. Each Party or its Affiliates or sublicensees may disclose such Confidential Information to government or other regulatory authorities to the extent that such disclosure (i) is reasonably necessary to obtain patents or authorizations to conduct clinical trials with and to market commercially the Product, provided such Party is otherwise entitled to engage in such activities under this Agreement or (ii) is otherwise legally required.

Right to Disclose. To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement or any rights which survive termination or expiration hereof, each Party may disclose Confidential Information to its Affiliates, sublicensees, consultants, attorneysoutside contractors, accountants, investment bankers, clinical investigators or other Third Parties on condition that such entities or persons agree (a) to keep the Confidential Information confidential for the same time periods and to the same extent as each Party is required to keep the Confidential Information confidential and (b) to use the Confidential Information only for such purposes as such Party is entitled to use the Confidential Information. Each Party or its Affiliates or sublicensees may disclose such Confidential Information to government or other regulatory authorities to the extent that such disclosure (i) is reasonably necessary to obtain patents or authorizations to conduct clinical trials with and to market commercially the Product, provided such Party is otherwise entitled to engage in such activities under this Agreement or (ii) is otherwise legally required.

Right to Disclose. To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement or any rights which survive termination or expiration hereof, each Party LUNG RX may disclose Confidential Information to its Affiliates, sublicensees, consultants, attorneysoutside contractors, accountants, investment bankers, clinical investigators or other Third Parties on condition that such entities or persons agree (a) to keep the Confidential Information information confidential for the same time periods and to the same extent as each Party LUNG RX is required to keep the Confidential Information confidential confidential, and (b) to use the Confidential Information only for such purposes as such Party LUNG RX is entitled to use the Confidential Information. Each Party party or its Affiliates or sublicensees may disclose such Confidential Information to government or other regulatory authorities to the extent that such disclosure (i) is reasonably necessary to obtain patents or authorizations to conduct clinical trials with and to market commercially the Product, Products provided such Party party is otherwise entitled to engage in such activities under this Agreement Agreement; or (ii) is otherwise legally required.

Right to Disclose. To the extent that it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement Agreement, or any rights which survive termination or expiration hereof, ,each Party party may disclose Confidential Information to its Affiliates, sublicensees, consultants, attorneyslegal and/or financial advisors, accountantsoutside contractors, investment bankers, or other Third Parties governmental regulatory authorities and clinical investigators on condition that such entities or persons agree agree: (ai) to keep the Confidential Information confidential for the same time periods and be bound by confidentiality obligations materially similar to the same extent as each Party is required to keep the Confidential Information confidential and those herein; and (bii) to use the Confidential Information only for such purposes as such Party is entitled parties are authorized to use the Confidential Information. Each Party party or its Affiliates or sublicensees may disclose such Confidential Information to the government or other regulatory authorities to the extent that such disclosure (i) is reasonably necessary for the prosecution and enforcement of Licensed Patents, or to comply with reporting obligations under Article 2.2 herein, or to obtain patents or authorizations to conduct clinical trials with and to for or commercially market commercially the ProductLicensed Products, provided that such Party party is otherwise entitled to engage in such activities under this Agreement or (ii) is otherwise legally requiredAgreement.

Right to Disclose. To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement or any rights which survive termination or expiration hereof, each Party a party may disclose Confidential Information to its Affiliates, sublicenseessublicensees (actual and prospective), investors (actual and prospective), consultants, attorneys, accountants, investment bankers, or other Third Parties outside contractors and clinical investigators on condition that such entities or persons agree (ai) to keep the Confidential Information confidential for at least the same time periods and to the same extent as each Party party is required to keep the Confidential Information confidential and (bii) to use the Confidential Information only for such purposes as such Party party is entitled to use the Confidential Information. Each Party party or its Affiliates or or, if applicable, its sublicensees may disclose such Confidential Information to government or other regulatory authorities to the extent that such disclosure (ia) is reasonably necessary to obtain patents or authorizations authorizations, to conduct clinical trials with and to market commercially the Product, provided such Party party is otherwise entitled to engage in such activities under this Agreement or (iib) is otherwise legally requiredrequired by applicable laws or regulations.

Right to Disclose. To the extent that it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement Agreement, or any rights which survive termination or expiration hereof, each Party party may disclose Confidential Information to its Affiliates, sublicensees, consultants, attorneyslegal and/or financial advisors, accountantsoutside contractors, investment bankers, or other Third Parties governmental regulatory authorities and clinical investigators on condition that such entities or persons agree agree: (ai) to keep the Confidential Information confidential for the same time periods and be bound by confidentiality obligations materially similar to the same extent as each Party is required to keep the Confidential Information confidential and those herein; and (bii) to use the Confidential Information only for such purposes as such Party is entitled parties are authorized to use the Confidential Information. Each Party party or its Affiliates or sublicensees may disclose such Confidential Information to the government or other regulatory authorities to the extent that such disclosure (i) is reasonably necessary for the prosecution and enforcement of Licensed Patents, or to comply with reporting obligations under Article 2.2 herein, or to obtain patents or authorizations to conduct clinical trials with and to for or commercially market commercially the ProductLicensed Products, provided that such Party party is otherwise entitled to engage in such activities under this Agreement or (ii) is otherwise legally requiredAgreement.

Right to Disclose. To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement or any rights which survive termination or expiration hereof, each Party a party may disclose Confidential Information to its Affiliates, sublicenseessublicensees (actual and prospective), consultants, attorneys, accountants, investment bankers, or other Third Parties outside contractors and clinical investigators on condition that such entities or persons agree (ai) to keep the Confidential Information confidential for at least the same time periods and to the same extent as each Party party is required to keep the Confidential Information confidential and (bii) to use the Confidential Information only for such purposes as such Party party is entitled to use the Confidential Information. Each Party party or its Affiliates or or, if applicable, its sublicensees may disclose such Confidential Information to government or other regulatory authorities to the extent that such disclosure (ia) is reasonably necessary to obtain patents or authorizations authorizations, to conduct clinical trials with and to market commercially the Product, provided such Party party is otherwise entitled to engage in such activities under this Agreement or (iib) is otherwise legally requiredrequired by applicable laws or regulations.

Right to Disclose. To the extent that it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement Agreement, or any rights which survive termination or expiration hereof, each Party party may disclose Confidential Information to its Affiliates, sublicensees, consultants, attorneysoutside contractors, accountantsactual or prospective investors, investment bankers, or other Third Parties governmental regulatory authorities and clinical investigators on condition that such entities or persons agree agree: (a) to keep the Confidential Information confidential for the same a [ * ] time periods period and to the same extent as each Party party is required to keep the Confidential Information confidential and confidential; and (b) to use the Confidential Information only for such purposes as such Party is entitled parties are authorized to use the Confidential Information. Each Party party or its Affiliates or sublicensees may disclose such Confidential Information to the government or other regulatory authorities to the extent that such disclosure (i) is reasonably necessary to obtain patents for the prosecution and enforcement of patents, or authorizations to conduct clinical trials with and to or commercially market commercially the ProductLicensed Products, provided such Party party is then otherwise entitled to engage in such activities under during the term of this Agreement or thereafter in accordance with the provisions of this Agreement, or (ii) is otherwise legally required.. * CONFIDENTIAL TREATMENT REQUESTED 38

Right to Disclose. To the extent that it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement Agreement, or any rights which survive termination or expiration hereof, each Party party may disclose Confidential Information to its Affiliates, sublicensees, consultants, attorneysoutside contractors, accountantsactual or prospective investors, investment bankers, or other Third Parties governmental regulatory authorities and clinical investigators on condition that such entities or persons agree agree: (a) to keep the Confidential Information confidential for the same a [REDACTED BY EMORY] time periods period and to the same extent as each Party party is required to keep the Confidential Information confidential and confidential; and (b) to use the Confidential Information only for such purposes as such Party is entitled parties are authorized to use the Confidential Information. Each Party party or its Affiliates or sublicensees may disclose such Confidential Information to the government or other regulatory authorities to the extent that such disclosure (i) is reasonably necessary to obtain patents for the prosecution and enforcement of patents, or authorizations to conduct clinical trials with and to or commercially market commercially the ProductLicensed Products, provided such Party party is then otherwise entitled to engage in such activities under during the term of this Agreement or thereafter in accordance with the provisions of this Agreement, or (ii) is otherwise legally required.

Right to Disclose. To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement or any rights which survive termination or expiration hereof, each Party may disclose Confidential Information to its Affiliates, sublicensees, consultants, attorneysoutside contractors, accountants, investment bankers, clinical investigators or other Third Parties on condition that such entities or persons agree (a) to keep the Confidential Information confidential for the same time periods and to the same extent as each Party is required to keep the Confidential Information confidential and (b) to use the Confidential Information only for such purposes as such Party is entitled to use the Confidential Information. Each Party or its Affiliates or sublicensees may disclose such Confidential Information to government or other regulatory authorities to the extent that such disclosure (i) is reasonably necessary to obtain patents or authorizations to conduct clinical trials with and to market commercially the ProductAventis Products, provided such Party is otherwise entitled to engage in such activities under this Agreement or (ii) is otherwise legally required.

Right to Disclose. To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement or any rights which survive termination or expiration hereof, each Party ViroPharma may disclose Confidential Information it obtains from GSK to its Affiliates, sublicenseesSublicensees, consultants, attorneys, accountants, investment bankers, or other Third Parties outside contractors and clinical investigators on the condition that such entities or persons Persons agree in writing: (ai) to keep the Confidential Information confidential for at least the same time periods and to the same extent as each Party is required to keep the Confidential Information confidential hereunder; and (bii) to use the Confidential Information only for such purposes as such Party is entitled to use the Confidential InformationInformation hereunder. Each Party or its Affiliates or sublicensees Sublicensees may disclose such Confidential Information to government or other regulatory authorities to the extent that such disclosure disclosure: (ia) is reasonably necessary to obtain patents or authorizations to conduct clinical trials with and to market commercially the a Product; provided, provided however, that such Party is otherwise entitled to engage in such activities under this Agreement Agreement; or (iib) is otherwise legally required.

Right to Disclose. To the extent it is reasonably necessary or ------------------ appropriate to fulfill its obligations or exercise its rights under this Agreement or any rights which survive termination or expiration hereofthereof, each a Party may disclose Confidential Information to its Affiliates, sublicenseessublicensees (actual and prospective), investors (actual and prospective), consultants, attorneysoutside contractors and clinical investigators; provided, accountantshowever, investment bankers, or other Third Parties on condition that all such entities or and persons agree -------- ------- agree (ai) to keep the Confidential Information confidential for at least the same time periods and to the same extent as each Party party is required to keep the Confidential Information confidential and (bii) to use the Confidential Information only for such purposes as such Party party is entitled to use the Confidential Information. Each Party party or its Affiliates or sublicensees or, if applicable, its sublicensees, may disclose such Confidential Information to government or other regulatory authorities to the extent that such disclosure (ia) is reasonably necessary to obtain patents or authorizations authorizations, to conduct clinical trials with and to market commercially the Product, provided such Party party is otherwise entitled to engage in such activities under this Agreement or (iib) is otherwise legally requiredrequired by applicable laws or regulations.

Right to Disclose. To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement or any rights which survive termination or expiration hereof, each Party may disclose upon prior written notice to the other Party, Confidential Information to its Affiliates, sublicensees, or consultants, attorneys, accountants, investment bankers, or other Third Parties on condition that such entities or persons agree in writing, with a copy provided to the other Party, (a) to keep the Confidential Information confidential for the same time periods and to the same extent as each Party is required to keep the Confidential Information confidential confidential, and (b) to use the Confidential Information only for such purposes as such Party is entitled to use the Confidential Information. Each Party or its Affiliates or sublicensees may disclose such Confidential Information to government or other regulatory authorities upon prior written notice to the other Party to the extent that such disclosure (i) is reasonably necessary to obtain patents or authorizations to conduct clinical trials with and to market commercially the Product, provided such Party is otherwise entitled to engage in such activities under this Agreement Agreement; or (ii) is otherwise legally required.

Right to Disclose. To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement or any rights which survive termination or expiration hereof, each Party may disclose Confidential Information to its Affiliates, sublicensees, consultants, attorneysoutside contractors, accountants, investment bankers, clinical investigators or other Third Parties on condition that such entities or persons agree in writing (a) to keep the Confidential Information confidential for the same time periods and to the same extent as each Party is required to keep the Confidential Information confidential and (b) to use the Confidential Information only for such purposes as such Party is entitled to use the Confidential Information. Each Party or its Affiliates or sublicensees may disclose such Confidential Information to government or other regulatory authorities to the extent that such disclosure (i) is reasonably necessary to obtain patents or authorizations to conduct clinical trials with and to market commercially the Product, provided such Party is otherwise entitled to engage in such activities under this Agreement or (ii) is otherwise legally required.

Right to Disclose. To the extent that it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement Agreement, or any rights which survive termination or expiration hereof, each Party party may disclose Confidential Information to its Affiliates, sublicensees, consultants, attorneysoutside contractors, accountantsactual or prospective investors, investment bankers, or other Third Parties governmental regulatory authorities and clinical investigators on condition that such entities or persons agree agree: (a) to keep the Confidential Information confidential for the same a [ * ] time periods period and to the same extent as each Party party is required to keep the Confidential Information confidential and confidential; and (b) to use the Confidential Information only for such purposes as such Party is entitled parties are authorized to use the Confidential Information. Each Party party or its Affiliates or sublicensees may disclose such Confidential Information to the government or other regulatory authorities to the extent that such disclosure (i) is reasonably necessary to obtain patents for the prosecution and enforcement of patents, or authorizations to conduct clinical trials with and to or commercially market commercially the ProductLicensed Products, provided such Party party is then otherwise entitled to engage in such activities under during the term of this Agreement or thereafter in accordance with the provisions of this Agreement, or (ii) is otherwise legally required.