Scope of Disclosure Restrictions. Nothing in this Agreement prohibits Advisor from communicating with government agencies about possible violations of federal, state, or local laws or otherwise providing information to government agencies or participating in government agency investigations or proceedings. Advisor is not required to notify Idera of any such communications; provided, however, that nothing herein authorizes the disclosure of information Advisor obtained through a communication that was subject to the attorney-client privilege. Further, notwithstanding Advisor’s confidentiality and nondisclosure obligations, Advisor is hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”
Appears in 2 contracts
Samples: Scientific Advisor Agreement (Idera Pharmaceuticals, Inc.), Separation Agreement (Idera Pharmaceuticals, Inc.)
Scope of Disclosure Restrictions. Nothing in this Agreement prohibits Advisor Executive or any other person from communicating with government agencies about possible violations of federal, state, or local laws or otherwise providing information to government agencies or participating in government agency investigations or proceedings. Advisor Executive is not required to notify Idera the Company of any such communications; provided, however, that nothing herein authorizes the disclosure of information Advisor Executive obtained through a communication that was subject to the attorney-client privilege. Further, notwithstanding AdvisorExecutive’s confidentiality and nondisclosure obligations, Advisor Executive is hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”
Appears in 2 contracts
Samples: Separation and Release of Claims Agreement, Separation and Release of Claims Agreement (Merrimack Pharmaceuticals Inc)
Scope of Disclosure Restrictions. Nothing in this Agreement prohibits Advisor Executive or any other person from communicating with government agencies about possible violations of federal, state, state or local laws or otherwise providing information to government agencies or participating in government agency investigations or proceedings. Advisor Executive is not required to notify Idera the Company of any such communications; provided, however, that nothing herein authorizes the disclosure of information Advisor Executive obtained through a communication that was subject to the attorney-client privilege. Further, notwithstanding AdvisorExecutive’s confidentiality and nondisclosure obligations, Advisor Executive is hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (Aa) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (Bb) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (Aa) files any document containing the trade secret under seal; and (Bb) does not disclose the trade secret, except pursuant to court order.”
Appears in 1 contract
Samples: Separation and Release of Claims Agreement (Merrimack Pharmaceuticals Inc)
Scope of Disclosure Restrictions. Nothing in this Agreement prohibits Advisor you from communicating with government agencies about possible violations of federal, state, or local laws or otherwise providing information to government agencies or participating in government agency investigations or proceedings. Advisor is You are not required to notify Idera the Company of any such communications; provided, however, that nothing herein authorizes the disclosure of information Advisor you obtained through a communication that was subject to the attorney-client privilege. Further, notwithstanding Advisor’s your confidentiality and nondisclosure obligations, Advisor is you are hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”
Appears in 1 contract
Scope of Disclosure Restrictions. Nothing in this Agreement letter agreement prohibits Advisor you from communicating with government agencies about possible violations of federal, state, or local laws or otherwise providing information to government agencies or participating in government agency investigations or proceedings. Advisor is You are not required to notify Idera the Company of any such communications; provided, however, that nothing herein authorizes the disclosure of information Advisor you obtained through a communication that was subject to the attorney-client privilege. Further, notwithstanding Advisor’s your confidentiality and nondisclosure obligations, Advisor is you are hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”
Appears in 1 contract
Samples: Separation Agreement (Akouos, Inc.)
Scope of Disclosure Restrictions. Nothing in this Agreement prohibits Advisor you from communicating with government agencies about possible violations of federal, state, or local laws or otherwise providing information to government agencies or participating in government agency investigations or proceedings. Advisor is You are not required to notify Idera the Company of any such communications; provided, however, that nothing herein authorizes the disclosure of information Advisor you obtained through a communication that was subject to the attorney-client privilege. Further, notwithstanding Advisor’s your confidentiality and nondisclosure obligations, Advisor is you are hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (Ax) files any document containing the trade secret under seal; and (By) does not disclose the trade secret, except pursuant to court order.”
Appears in 1 contract