Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), or to other Persons as may be required by Applicable Law, and if a Party does submit this Agreement to (or file this Agreement with) any Securities Regulators, or other Persons as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable Law or Securities Regulator, and (a) such Party has provided copies of the disclosure to the other Party reasonably in advance of such filing or other disclosure under the circumstances, (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law or Securities Regulator. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by Applicable Law or Securities Regulator as set forth in this Section 7.6, and the other Party provides comments within the respective time periods or constraints specified herein or within the respective notice, the Party seeking to make such disclosure or its counsel, as the case may be, will in good faith consider incorporating such comments.
Appears in 5 contracts
Samples: Global License Agreement (Prothena Corp Public LTD Co), u.s. License Agreement (Prothena Corp Public LTD Co), Master Collaboration Agreement
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), or to other Persons as may be required by Applicable Law, and if a Party does submit this Agreement to (or file this Agreement with) any Securities Regulators, or other Persons as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable Law or Securities Regulator, and (a) such Party has provided copies of the disclosure to the other Party reasonably in advance of such filing or other disclosure under the circumstances, (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law or Securities Regulator. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by Applicable Law or Securities Regulator as set forth in this Section 7.68.6, and the other Party provides comments within the respective time periods or constraints specified herein or within the respective notice, the Party seeking to make such disclosure or its counsel, as the case may be, will in good faith consider incorporating such comments.
Appears in 3 contracts
Samples: Master Collaboration Agreement, Master Collaboration Agreement (Prothena Corp PLC), Master Collaboration Agreement (Prothena Corp PLC)
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (to, or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), Regulators or to other Persons as may be required by Applicable Law, and if a Party does submit submits this Agreement to (to, or file files this Agreement with) , any Securities Regulators, Regulator or other Persons Person as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator or other Person as may be required by Applicable Law to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable Law such Securities Regulator or Securities Regulatorsuch other Person, and such Party has: (a) such Party has provided copies of the disclosure to the other Party reasonably in advance under the circumstances of such filing or other disclosure under the circumstances, disclosure; (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, ; and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by provision of a copy of such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will shall have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law the Securities Regulator or Securities Regulatorthe other Person. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by a Securities Regulator or other Person as may be required by Applicable Law or Securities Regulator as set forth in this Section 7.6, 12.5 and the other Party provides comments within the respective time periods or constraints specified herein or within the respective noticein accordance with this Section 12.5, the Party seeking to make such disclosure or its counsel, as the case may be, will in good shall use good-faith efforts to consider incorporating the incorporation of such comments.
Appears in 2 contracts
Samples: Option, Collaboration and License Agreement (BeiGene, Ltd.), Collaboration and License Agreement (BeiGene, Ltd.)
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (to, or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), Regulators or to other Persons as may be required by Applicable Law, and if a Party does submit submits this Agreement to (to, or file files this Agreement with) , any Securities Regulators, Regulator or other Persons Person as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator or other Person as may be required by Applicable Law to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable Law such Securities Regulator or Securities Regulatorsuch other Person, and such Party has: (a) such Party has provided copies of the disclosure to the other Party reasonably in advance under the circumstances of such filing or other disclosure under the circumstances, disclosure; (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, ; and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by provision of copies of such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will shall have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law the Securities Regulator or Securities Regulatorthe other Person. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by a Securities Regulator or other Person as may be required by Applicable Law or Securities Regulator as set forth in this Section 7.6, 12.5 and the other Party provides comments within the respective time periods or constraints specified herein or within the respective noticein accordance with this Section 12.5, the Party seeking to make such disclosure or its counsel, as the case may be, will in good shall use good-faith consider incorporating efforts to incorporate such comments. .
Appears in 2 contracts
Samples: Option and License Agreement (Agenus Inc), Option and License Agreement (Agenus Inc)
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (to, or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), Regulators or to other Persons as may be required by Applicable Law, and if a Party does submit submits this Agreement to (to, or file files this Agreement with) , any Securities Regulators, Regulator or other Persons Person as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this AgreementAgreement and shall incorporate reasonable comments from the other Party to the extent legally permissible. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator or other Person as may be required by Applicable Law to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable Law such Securities Regulator or Securities Regulatorsuch other Person, and such Party has: (a) such Party has provided copies of the disclosure to the other Party reasonably in advance under the circumstances of such filing or other disclosure under the circumstances, disclosure; (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, ; and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by provision of copies of such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law the Securities Regulator or Securities Regulatorthe other Person. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by a Securities Regulator or other Person as may be required by Applicable Law or Securities Regulator as set forth in this Section 7.6, 16.6 (Securities Filings; Disclosure under Applicable Law) and the other Party provides comments within the respective time periods or constraints specified herein or within the respective noticein accordance with this Section 16.6 (Securities Filings; Disclosure under Applicable Law), the Party seeking to make such disclosure or its counsel, as the case may be, will in use good faith consider incorporating efforts to incorporate such comments.
Appears in 2 contracts
Samples: Collaboration and License Agreement (Nurix Therapeutics, Inc.), Collaboration and License Agreement (Nurix Therapeutics, Inc.)
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), or to other Persons as may be required by Applicable applicable Law, and if a Party does submit this Agreement to (or file this Agreement with) any Securities Regulators, or other Persons as may be required by Applicable applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this AgreementAgreement and to mutually agree on the redactions to this Agreement to be submitted for confidential treatment request, such agreement not to be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, if a Party is required by Applicable applicable Law or any Securities Regulator to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable applicable Law or Securities Regulator, and (ai) such Party has provided copies of the disclosure to the other Party reasonably in advance of such filing or other disclosure under the circumstances, (bii) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (ciii) such Party has given the other Party a reasonable time under the circumstances from the date of notice by such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable applicable Law or Securities RegulatorRegulator if the other Party has not responded within such reasonable time period. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by Applicable applicable Law or Securities Regulator as set forth in this Section 7.68.4(c), and the other Party provides comments within the respective time periods or constraints specified herein or within the respective notice, the Party seeking to make such disclosure or its counsel, as the case may be, will in good faith consider incorporating such comments, and, with respect to submitting this Agreement to (or filing this Agreement with) any Securities Regulators, or other Persons as may be required by applicable Law, the Parties shall mutually agree on the redactions to this Agreement to be submitted for confidential treatment request, such agreement not to be unreasonably withheld, conditioned or delayed.
Appears in 1 contract
Samples: Collaboration and License Agreement (Editas Medicine, Inc.)
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (to, or file this Agreement with) , the SEC U.S. Securities and Exchange Commission or any national other securities exchange that may be applicable to a Party in any jurisdiction the Territory (collectivelyeach, the a “Securities RegulatorsRegulator”), ) or to other Persons as may be required by Applicable Law, and if a Party does submit submits this Agreement to (to, or file files this Agreement with) , any Securities Regulators, Regulator or other Persons Person as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator or other Person as may be required by Applicable Law to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable Law such Securities Regulator or Securities Regulatorsuch other Person, and such Party has: (a) such Party has provided copies of the disclosure to the other Party reasonably in advance under the circumstances of such filing or other disclosure under the circumstances, disclosure; (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, ; and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by provision of copies of such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law the Securities Regulator or Securities Regulatorthe other Person. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by a Securities Regulator or other Person as may be required by Applicable Law or Securities Regulator as set forth in this Section 7.6, 6.5 (Securities Filings; Disclosure under Applicable Law) and the other Party provides comments within the respective time periods or constraints specified herein or within the respective noticein accordance with Section 6.5 (Securities Filings; Disclosure under Applicable Law), then the Party seeking to make such disclosure or its counsel, as the case may be, will in good faith consider incorporating incorporate such commentscomments to the extent legally permissible.
Appears in 1 contract
Samples: Technology License Agreement (iRhythm Technologies, Inc.)
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (to, or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), Regulators or to other Persons as may be required by Applicable Law, and if a Party does submit submits this Agreement to (to, or file files this Agreement with) , any Securities Regulators, Regulator or other Persons Person as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator or other Person as may be required by Applicable Law to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable Law such Securities Regulator or Securities Regulatorsuch other Person, and such Party has: (a) such Party has provided copies of the disclosure to the other Party reasonably in advance under the circumstances of such filing or other disclosure under the circumstances, disclosure; (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, ; and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by provision of copies of such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will shall have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law the Securities Regulator or Securities Regulatorthe other Person. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by a Securities Regulator or other Person as may be required by Applicable Law or Securities Regulator as set forth in this Section 7.6, 11.5 and the other Party provides comments within the respective time periods or constraints specified herein or within the respective noticein accordance with this Section 11.5, the Party seeking to make such disclosure or its counsel, as the case may be, will in good shall use good-faith consider incorporating efforts to incorporate such comments. [******] - Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. .
Appears in 1 contract
Samples: License Agreement (Agenus Inc)
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (to, or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), Regulators or to other Persons as may be required by Applicable Law, and if a Party does submit submits this Agreement to (to, or file files this Agreement with) , any Securities Regulators, Regulator or other Persons Person as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator or other Person as may be required by Applicable Law to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable Law such Securities Regulator or Securities Regulatorsuch other Person, and such Party has: (a) such Party has provided copies of the disclosure to the other Party reasonably in advance under the circumstances of such filing or other disclosure under the circumstances, disclosure; (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, ; and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by provision of copies of such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law the Securities Regulator or Securities Regulatorthe other Person. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by a Securities Regulator or other Person as may be required by Applicable Law or Securities Regulator as set forth in this Section 7.6, 13.5 (Securities Filings; Disclosure under Applicable Law) and the other Party provides comments within the respective time periods or constraints specified herein or within the respective noticein accordance with this Section 13.5 (Securities Filings; Disclosure under Applicable Law), the Party seeking to make such disclosure or its counsel, as the case may be, will in use good faith consider incorporating efforts to incorporate such comments.
Appears in 1 contract
Samples: Collaboration, Option and License Agreement (Nurix Therapeutics, Inc.)
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (or any Prior Research Agreement or Ancillary Agreement) to, or file this Agreement with) the SEC (or any national securities exchange in any jurisdiction (collectivelyPrior Research Agreement or Ancillary Agreement) with, the “Securities Regulators”), Regulators or to other Persons as may be required by Applicable Law, and if a Party does submit submits this Agreement to (or file any Prior Research Agreement or Ancillary Agreement) to, or files this Agreement (or any Prior Research Agreement or Ancillary Agreement) with) , any Securities Regulators, Regulator or other Persons Person as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement (or any Prior Research Agreement or Ancillary Agreement) and shall consider in good faith reasonable comments from the other Party to the extent legally permissible. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator or other Governmental Authority or as may be required by Applicable Law to make a disclosure of the terms of this Agreement (or any Prior Research Agreement or Ancillary Agreement) in a any other filing or other submission as required by such Securities Regulator or such other Governmental Authority or as may be required by Applicable Law or Securities RegulatorLaw, and such Party has: (a) such Party has provided copies of the disclosure to the other Party reasonably in advance under the circumstances of such filing or other disclosure under the circumstances, disclosure; (b) such Party has promptly [***] notified the other Party in writing of such requirement and any respective timing constraints, ; and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by such Party of the required disclosure [***] to comment upon and request confidential treatment for such disclosure, then such Party will have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by the Securities Regulator or such other Governmental Authority or Applicable Law or Securities RegulatorLaw. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by a Securities Regulator or other Person as may be required by Applicable Law or Securities Regulator as set forth in this Section 7.6, 11.5 (Securities Filings; Disclosure under Applicable Law) and the other Party provides comments within the respective time periods or constraints specified herein or within the respective noticein accordance with this Section 11.5 (Securities Filings; Disclosure under Applicable Law), the Party seeking to make such disclosure or its counsel, as the case may be, will in good faith consider incorporating such comments[***].
Appears in 1 contract
Samples: Collaboration and License Agreement (IGM Biosciences, Inc.)
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (to, or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), Regulators or to other Persons as may be required by Applicable Law, and if a Party does submit submits this Agreement to (to, or file files this Agreement with) , any Securities Regulators, Regulator or other Persons Person as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator or other Person as may be required by Applicable Law to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable Law such Securities Regulator or Securities Regulatorsuch other Person, and such Party has: (a) such Party has provided copies of the disclosure to the other Party reasonably in advance under the circumstances of such filing or other disclosure under the circumstances, disclosure; (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, ; and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by provision of copies of such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will shall have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law the Securities Regulator or Securities Regulatorthe other Person. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by a Securities Regulator or other Person as may be required by Applicable Law or Securities Regulator as set forth in this Section 7.6, 10.6 and the other Party provides comments within the respective time periods or constraints specified herein or within the respective noticein accordance with this Section 10.6, the Party seeking to make such disclosure or its counsel, as the case may be, will in good shall use good-faith consider incorporating efforts to incorporate such comments.
Appears in 1 contract
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (to, or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), Regulators or to other Persons as may be required by Applicable Law, and if a Party does submit submits this Agreement to (to, or file files this Agreement with) , any Securities Regulators, Regulator or other Persons Person as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator or other Person as may be required by Applicable Law to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable Law such Securities Regulator or Securities Regulatorsuch other Person, and such Party has: (a) such Party has provided copies of the disclosure to the other Party reasonably in advance under the circumstances of such filing or other disclosure under the circumstances, disclosure; (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, ; and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by provision of a copy of such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will shall have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law the Securities Regulator or Securities Regulatorthe other Person. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by a Securities Regulator or other Person as may be required by Applicable Law or Securities Regulator as set forth in this Section 7.6, 11.5 and the other Party provides comments within the respective time periods or constraints specified herein or within the respective noticein accordance with this Section 11.5, the Party seeking to make such disclosure or its counsel, as the case may be, will in good shall use good-faith consider incorporating efforts to incorporate such comments.
Appears in 1 contract
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (to, or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), Regulators or to other Persons as may be required by Applicable Law, and if a Party does submit submits this Agreement to (to, or file files this Agreement with) , any Securities Regulators, Regulator or other Persons Person as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this AgreementAgreement and shall incorporate comments from the other Party to the extent legally permissible. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator or other Person as may be required by Applicable Law to make a disclosure of the terms of this Agreement in a any other filing or other submission as required by Applicable Law such Securities Regulator or Securities Regulatorsuch other Person, and such Party has: (a) such Party has provided copies of the disclosure to the other Party reasonably in advance under the circumstances of such filing or other disclosure under the circumstances, disclosure; (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, ; and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by provision of copies of such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law the Securities Regulator or Securities Regulatorthe other Person. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by a Securities Regulator or other Person as may be required by Applicable Law or Securities Regulator as set forth in this Section 7.6, 14.5 (Securities Filings; Disclosure under Applicable Law) and the other Party provides comments within the respective time periods or constraints specified herein or within the respective noticein accordance with this Section 14.5 (Securities Filings; Disclosure under Applicable Law), the Party seeking to make such disclosure or its counsel, as the case may be, will in use good faith consider incorporating efforts to incorporate such comments.
Appears in 1 contract
Samples: Collaboration and License Agreement (Nurix Therapeutics, Inc.)
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (to, or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), Regulators or to other Persons as may be required by Applicable Law, and if a Party does submit submits this Agreement to (to, or file files this Agreement with) , any Securities Regulators, Regulator or other Persons Person as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this AgreementAgreement and shall incorporate reasonable comments timely received from the other Party to the extent legally permissible. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator or other Governmental Authority as may be required by Applicable Law to make a disclosure of the terms and conditions of this Agreement in a any other filing or other submission as required by Applicable Law such Securities Regulator or Securities Regulatorsuch other Governmental Authority, and such Party has: (a) such Party has provided copies of the disclosure to the other Party reasonably in advance under the circumstances of such filing or other disclosure under the circumstances, disclosure; (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, ; and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by provision of copies of such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law the Securities Regulator or Securities Regulatorthe other Governmental Authority. Notwithstanding the foregoing, it is hereby understood and agreed that if If a Party seeks to make a disclosure as required by a Securities Regulator or other Person as may be required by Applicable Law or Securities Regulator as set forth in this Section 7.6, 9.5 (Securities Filings; Disclosure under Applicable Law) and the other Party provides comments within the respective time periods or constraints specified herein or within the respective noticein accordance with this Section 9.5 (Securities Filings; Disclosure under Applicable Law), the Party seeking to make such disclosure or its counsel, as the case may be, will in use good faith consider incorporating efforts to incorporate such comments.
Appears in 1 contract
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), or to other Persons as may be required by Applicable applicable Law, and if a Party does submit this Agreement to (or file this Agreement with) any Securities Regulators, or other Persons as may be required by Applicable applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this AgreementAgreement and to mutually agree on the redactions to this Agreement to be submitted for confidential treatment request, such agreement not to be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, if a Party is required by Applicable applicable Law or any Securities Regulator to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable applicable Law or Securities Regulator, and (a) such Party has provided copies of the disclosure to the other Party reasonably in advance of such filing or other disclosure under the circumstances, ; (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, ; and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable applicable Law or Securities RegulatorRegulator if the other Party has not responded within such reasonable time period. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by Applicable applicable Law or Securities Regulator as set forth in this Section 7.68.5, and the other Party provides comments within the respective time periods or constraints specified herein or within the respective notice, the Party seeking to make such disclosure or its counsel, as the case may be, will in good faith consider incorporating such comments, and, with respect to submitting this Agreement to (or filing this Agreement with) any Securities Regulators, or other Persons as may be required by applicable Law, the Parties shall mutually agree on the redactions to this Agreement to be submitted for confidential treatment request, such agreement not to be unreasonably withheld, conditioned or delayed.
Appears in 1 contract
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (to, or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), Regulators or to other Persons as may be required by Applicable LawLaws and Regulations, and if a Party does submit submits this Agreement to (to, or file files this Agreement with) , any Securities Regulators, Regulator or other Persons Person as may be required by Applicable LawLaws and Regulations, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this AgreementAgreement or other manner to redact specific information from the form of this Agreement to be filed with such Securities Regulator. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator or other Person as may be required by Applicable Laws and Regulations to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable Law such Securities Regulator or Securities Regulatorsuch other Person, and (a) then such Party has provided shall use Commercially Reasonable Efforts to: (i) provide copies of the disclosure to the other Party reasonably in advance under the circumstances of such filing or other disclosure under the circumstances, disclosure; (bii) such Party has promptly notified notify the other Party in writing of such requirement and any respective timing constraints, ; and (ciii) such Party has given give the other Party a reasonable time under the circumstances from the date of notice by provision of copies of such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law the Securities Regulator or Securities Regulatorthe other Person. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by a Securities Regulator or other Person as may be required by Applicable Law or Securities Regulator and Regulations as set forth in this Section 7.6, 11.1(d) (Securities Filings; Disclosure under Applicable Law) and the other Party provides comments within the respective time periods or constraints specified herein or within the respective noticein accordance with this Section 11.1(d) (Securities Filings; Disclosure under Applicable Law), the Party seeking to make such disclosure or its counsel, as the case may be, will in good faith reasonably consider incorporating the incorporation of such commentsother Party’s reasonable comments to the extent compliant with the Applicable Laws and Regulations applying to the disclosing Party governing disclosure of material agreements and material information that must be publicly filed.
Appears in 1 contract
Samples: License Agreement (Compugen LTD)
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), or to other Persons as may be required by Applicable Law, and if a Party does submit this Agreement to (or file this Agreement with) any Securities Regulators, or other Persons as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable Law or Securities Regulator, and (a) such Party has provided copies of the disclosure to the other Party reasonably in advance of such filing or other disclosure under the circumstances, (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law or Securities Regulator. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by Applicable Law or Securities Regulator as set forth in CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. this Section 7.6, and the other Party provides comments within the respective time periods or constraints specified herein or within the respective notice, the Party seeking to make such disclosure or its counsel, as the case may be, will in good faith consider incorporating such comments.
Appears in 1 contract
Samples: Global License Agreement (Prothena Corp Public LTD Co)
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), or to other Persons as may be required by Applicable Law, and if a Party does submit this Agreement to (or file this Agreement with) any Securities Regulators, or other Persons as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this AgreementAgreement and to mutually agree on the redactions to this Agreement to be submitted for confidential treatment request, such agreement not to be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable Law or Securities Regulator, and (a) such Party has provided copies of the disclosure to the other Party reasonably in advance of such filing or other disclosure under the circumstances, (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law or Securities RegulatorRegulator if the other Party has not responded within such reasonable time period. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by Applicable Law or Securities Regulator as set forth in this Section 7.68.8, and the other Party provides comments within the respective time periods or constraints specified herein or within the respective notice, the Party seeking to make such disclosure or its counsel, as the case may be, will in good faith consider incorporating such comments, and, with respect to submitting this Agreement to (or filing this Agreement with) any Securities Regulators, or other Persons as may be required by Applicable Law, the Parties shall mutually agree on the redactions to this Agreement to be submitted for confidential treatment request, such agreement not to be unreasonably withheld, conditioned or delayed.
Appears in 1 contract
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (to, or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), Regulators or to other Persons as may be required by Applicable LawLaw and Regulations, and if a Party does submit submits this Agreement to (to, or file files this Agreement with) , any Securities Regulators, Regulator or other Persons Person as may be required by Applicable LawLaw and Regulations, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator or other Person as may be required by Applicable Law and Regulations to make a disclosure of the terms of this Agreement in a filing or other submission as required by Applicable Law such Securities Regulator or Securities Regulatorsuch other Person, and (a) such Party has has: (i) provided copies of the disclosure to the other Party reasonably in advance under the circumstances of such filing or other disclosure under the circumstances, disclosure; (bii) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, ; and (ciii) such Party has given the other Party a reasonable time under the circumstances from the date of notice by provision of copies of such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law the Securities Regulator or Securities Regulatorthe other Person. Notwithstanding the foregoing, it is hereby understood and agreed that if a Party seeks to make a disclosure as required by a Securities Regulator or other Person as may be required by Applicable Law or Securities Regulator and Regulations as set forth in this Section 7.6, 12.1(d) (Securities Filings; Disclosure under Applicable Law) and the other Party provides comments within the respective time periods or constraints specified herein or within the respective noticein accordance with this Section 12.1(d) (Securities Filings; Disclosure under Applicable Law), the Party seeking to make such disclosure or its counsel, as the case may be, will in use good faith consider incorporating efforts to incorporate such comments.
Appears in 1 contract
Samples: Collaboration and License Agreement (Macrogenics Inc)
Securities Filings; Disclosure under Applicable Law. Each Party acknowledges and agrees that the other Party may submit this Agreement to (to, or file this Agreement with) the SEC or any national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), Regulators or to other Persons as may be required by Applicable Law, and if a Party does submit submits this Agreement to (to, or file files this Agreement with) , any Securities Regulators, Regulator or other Persons Person as may be required by Applicable Law, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for redacted version of this AgreementAgreement in compliance with Applicable Law. Notwithstanding the foregoing, if a Party is required by Applicable Law or any Securities Regulator to make a determines that disclosure of the terms of this Agreement or material activities hereunder is required in a filing or other submission as required by Applicable Law to a Securities Regulator or Securities Regulatorother Person, and such Party has: (a) such Party has provided copies of the disclosure to the other Party reasonably in advance under the circumstances of such filing or other disclosure under the circumstances, disclosure; (b) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, ; and (c) such Party has given the other Party a reasonable time under the circumstances from the date of notice by provision of a copy of such Party of the required disclosure to comment upon and request confidential treatment for such disclosure, then such Party will shall have the right to make such disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law the Securities Regulator or Securities Regulatorthe other Person. Notwithstanding the foregoing, it is hereby understood and agreed that if If a Party seeks to make a disclosure as required by a Securities Regulator or other Person as may be required by Applicable Law or Securities Regulator as set forth in this Section 7.6, 7.5 and the other Party provides comments within the respective time periods or constraints specified herein or within the respective noticein accordance with this Section 7.5, the Party seeking to make such disclosure or its counsel, as the case may be, will in good shall use good-faith efforts to consider incorporating the incorporation of such comments. The contents of any filing or submission that has been disclosed in accordance with this Section 7.5 may be re-filed or re-submitted by such reviewing Party or disclosing Party without a requirement to repeat the process contemplated in clauses (a) through (c) above.
Appears in 1 contract
Samples: Exclusive License Agreement (Roivant Sciences Ltd.)