Common use of Securities Filings Clause in Contracts

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement (including for clarity, the Exhibits attached hereto) to the United States Securities and Exchange Commission (the “SEC”) or any other securities exchange and if a Party does submit this Agreement to the SEC or any other securities exchange, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement. If a Party is required by Law to make a disclosure of the terms of this Agreement in a filing with or other submission to the SEC or any other securities exchange, and (i) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (ii) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iii) 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, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure as set forth in this Section 5.5(b), 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 (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement (including including, for clarity, the Exhibits attached hereto) and any executed Development & Commercialization Agreement to the United States Securities and Exchange Commission (the “SEC”) or any other securities exchange and if a Party does submit this Agreement or any executed Development & Commercialization Agreement to the SEC or any other securities exchangeSEC, such Party agrees to consult with the other Party with respect to the preparation and submission of of, a confidential treatment request for this Agreement or such executed Development & Commercialization Agreement. If a Party is required by Law to make a disclosure of the terms of this Agreement or any executed Development & Commercialization Agreement in a filing with or other submission to the SEC or any other securities exchangeSEC, and (i) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (ii) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iii) 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, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure to the SEC as set forth in this Section 5.5(b10.3(d), 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 (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement (including for clarity, the Exhibits attached hereto) to the United States Securities and Exchange Commission (the “SEC”) or any other securities exchange and if a Party does submit this Agreement to the SEC or any other securities exchange, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement. If a Party is required by Law to make a disclosure of the terms of this Agreement in a filing with or other submission to the SEC or any other securities exchange, and (i) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (ii) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iii) 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, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure as set forth in this Section 5.5(b)Article 10, any disclosure that is required by securities Laws, including the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, or the rules of a securities exchange or the Securities and Exchange Commission or the securities regulations of any state or other jurisdiction, as reasonably advised by the disclosing Party’s counsel, may be made; provided, however, in the event either Party proposes to file with the Securities and Exchange Commission or the securities regulators of any state or other jurisdiction a registration statement or any other disclosure document which describes or refers to the terms and conditions of this Agreement under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, or any other applicable securities Laws, such Party shall notify the other Party provides comments within of such intention and shall provide such other Party with a copy of relevant portions of the respective proposed filing at least [***] ([***]) Business Days prior to such filing (and any revisions to such portions of the proposed filing a reasonable time periods or constraints specified herein or within prior to the respective noticefiling thereof), including any exhibits thereto relating to the terms and conditions of this Agreement. The Party seeking making such filing shall use Commercially Reasonable Efforts to make such disclosure or its counsel, as the case may be, will in good faith (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment of the terms and conditions of this Agreement that such other Party requests be kept confidential or otherwise afforded confidential treatment, and shall only disclose Confidential Information that it is reasonably advised by counsel is legally required to be disclosed. No such notice shall be required under this Section 10.5 if the extent reasonably requested description of or reference to this Agreement contained in the proposed filing has been included in any previous filing made by the either Party hereunder or otherwise approved by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement (including for clarity, the Exhibits attached hereto) to the United States Securities and Exchange Commission (the “SEC”) or any other securities exchange and if a Party does submit this Agreement to the SEC or any other national securities exchangeexchange in any jurisdiction (collectively the “Securities Regulators”) if required by Applicable Law, and if a Party is required to submit this Agreement to any Securities Regulators, such Party agrees to consult with the other Party with respect to proposed redactions to this Agreement for confidential treatment. Notwithstanding the preparation and submission of a confidential treatment request for this Agreement. If 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 with or other submission to the SEC or any other securities exchangesuch Securities Regulator, and (ia) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (iib) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iiic) such Party has given the other Party a reasonable time under the circumstances (and at least [**] if reasonably practicable) from the date of notice by such Party of the required disclosure to comment upon, request confidential treatment or approve such disclosure, then such Party will shall have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking seeks to make a disclosure to a Securities Regulator as set forth in this Section 5.5(b)7.5, 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 shall in good faith (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement (including for clarity, the Exhibits attached hereto) to the United States Securities and Exchange Commission (the “SEC”) or any other securities exchange and if a Party does intends to submit this Agreement to the SEC or any other securities exchange, such Party agrees to consult with the other Party with respect to the preparation and submission of a confidential treatment request for this Agreement. If a Party is required by Law law to make a disclosure of the terms of this Agreement in a filing with or other submission to the SEC or any other securities exchange, and (i) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (ii) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iii) 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, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Lawlaw. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure as set forth in this Section 5.5(b6.5(b), 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 (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement the Transaction Agreements (including for clarity, the Exhibits attached heretoand Schedules hereto and thereto) to the United States Securities and Exchange Commission (the “SEC”) or any other securities exchange and if a Party does submit this Agreement the Transaction Agreements to the SEC or any other securities exchange, such Party agrees to consult with the other Party with respect to the preparation and submission of of, a confidential treatment request for this Agreementthe Transaction Agreements. If a Party is required by Law to make a disclosure of the terms of this Agreement the Transaction Agreements in a filing with or other submission to the SEC or any other securities exchange, and (i) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (ii) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iii) 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, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by LawXxx. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure as set forth in this Section 5.5(b7.3(b), 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 (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement (including including, for clarity, the Exhibits attached hereto) and any executed Development & Commercialization Agreement to the United States Securities and Exchange Commission (the “SEC”) or any other securities exchange SEC and if a Party does submit this Agreement or any executed Development & Commercialization Agreement to the SEC or any other securities exchangeSEC, 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 such executed Development & Commercialization Agreement. If a Party is required by Law to make a disclosure of the terms of this Agreement or any executed Development & Commercialization Agreement in a filing with or other submission to the SEC or any other securities exchangeSEC, and (i) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (ii) such Party has promptly notified the other Party in writing of such Certain information indicated with [***] in this document has been omitted from this exhibit because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential. requirement and any respective timing constraints, and (iii) 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, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure to the SEC as set forth in this Section 5.5(b8.3(d), 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 (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Party hereby acknowledges and agrees that the other any Party may be required to submit a copy of this Agreement (including for clarity, the Exhibits attached hereto) to the United States U.S. Securities and Exchange Commission (the “SEC”) or any other national securities exchange in any jurisdiction (collectively, the “Securities Regulators”), or to other Persons as may be required by Applicable Laws, and if a Party does submit this Agreement to the SEC any Securities Regulators, or any other securities exchangePersons as may be required by Applicable Laws, such Party agrees to consult and coordinate with the other Party Parties with respect to the preparation and submission of a confidential treatment request for this Agreement. If a Notwithstanding the foregoing, if any Party is required by Law Applicable Laws or any Securities Regulator to make a disclosure of the terms of this Agreement in a filing with or other submission to the SEC as required by Applicable Laws or any other securities exchange, Securities Regulators and (i) such Party has (a) provided copies of the proposed disclosure to the other Party as far Parties reasonably in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (iib) such Party has promptly notified the other Party Parties in writing of such requirement and any respective timing constraints, and (iiic) such Party has given the other Party Parties a reasonable time under the circumstances from the date of notice by such Party of the required disclosure to comment upon, upon and request confidential treatment or approve for such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure as set forth in this Section 5.5(b), and the other Party provides comments within the respective time periods Applicable Laws 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 (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other PartySecurities Regulator.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement (including for clarity, the Exhibits attached hereto) or any executed License Agreement to the United States Securities and Exchange Commission SEC or any national securities exchange in any jurisdiction (collectively the “SECSecurities Regulators”) or any other securities exchange ), and if a Party does submit this Agreement to the SEC or any other securities exchangesuch License Agreement to any Securities Regulators, such Party agrees to consult with the other Party with respect to the preparation and submission of of, a confidential treatment request for this Agreementsuch agreement. If 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 or any License Agreement in a filing with or other submission to the SEC or any other securities exchangesuch Securities Regulator, and (ia) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (iib) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iiic) 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, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by applicable Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure to a Securities Regulator as set forth in this Section 5.5(b)7.1.5, 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 (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Subject to Section 9.7, in the event either Party acknowledges and agrees that proposes to file with the other Party may submit this Agreement (including for clarity, the Exhibits attached hereto) to the United States Securities and Exchange Commission Commission, any securities commissions or other securities regulatory authority in a Province or Territory of Canada or the securities regulators of any state, province, territory or other jurisdiction, a registration statement, prospectus or any other disclosure document which describes or refers to this Agreement under the Securities Act of 1933, as amended, the Exchange Act, the Securities Act (the “SEC”Ontario) or any other applicable securities exchange and if a Law, the Party does submit this Agreement to the SEC or any other securities exchange, such Party agrees to consult with shall notify the other Party of such intention and shall provide such other Party with respect a copy of relevant portions of the proposed filing not less than ten (10) business days (two (2) business days in the case of a prospectus) prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the preparation and submission filing thereof) or such shorter period of a confidential treatment request for this Agreement. If a time as the Party may determine is required by Law to make a disclosure of the terms of this Agreement necessary in a filing with or other submission to the SEC or any other securities exchange, and (i) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (ii) acting reasonably and in good faith, including any exhibits thereto relating to this Agreement, and shall use reasonable efforts to obtain confidential treatment of any information concerning this Agreement that such Party has promptly notified the other Party in writing of such requirement and any respective timing constraintsrequests be kept confidential, and (iii) such shall only disclose Confidential Information which it is advised by counsel is legally required to be disclosed. Each 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, request confidential treatment or approve such disclosure, then such Party will shall have the right to make expeditiously review and recommend changes to any such public disclosure at the time and in the manner reasonably determined by its counsel to be and, except as otherwise required by Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure as set forth in this Section 5.5(b), and the other Party provides comments within the respective time periods or constraints specified herein or within the respective notice, the Party seeking whose disclosure has been reviewed shall remove any information the reviewing Party reasonably deems to make be inappropriate for disclosure. Notwithstanding the foregoing, no such notice shall be required under this Section 9.6 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous disclosure made by the either Party in accordance with the terms hereunder or its counsel, as the case may be, will in good faith (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested otherwise approved by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement (including for clarity, the Exhibits attached and Schedules hereto) to the United States Securities and Exchange Commission (the “SEC”) or any other securities exchange and if a Party does submit this Agreement to the SEC or any other securities exchange, such Party agrees to consult with the other Party with respect to the preparation and submission of of, a confidential treatment request for this Agreement. If a Party is required by applicable Law to make a disclosure of the terms of this Agreement in a filing with or other submission to the SEC or any other securities exchangeexchange or otherwise to comply with applicable Law, and (ia) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (iib) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iiic) 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, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by applicable Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure as set forth in this Section 5.5(b)8.6.2, 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 (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement (including for clarity, the Exhibits attached hereto) to the United States Securities and Exchange Commission (the “SEC”) or any other securities exchange SEC and if a Party does submit this Agreement to the SEC or any other securities exchangeAgreement, such Party agrees to consult with the other Party with respect to the preparation and submission of of, a confidential treatment request for this Agreement. If a Party is required by Law to make a disclosure of the terms of this Agreement in a filing with or other submission to the SEC or any other securities exchangeSEC, and (ia) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (iib) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iiic) 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, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure to the SEC as set forth in this Section 5.5(b)7.5, 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 (A) consider incorporating such comments and (B) use commercially reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement (including for clarity, the Exhibits attached hereto) or any executed Development & Commercialization Agreement to the United States Securities and Exchange Commission SEC or any national securities exchange in any jurisdiction (collectively the “SECSecurities Regulators”) or any other securities exchange ), and if a Party does submit this Agreement to the SEC or any other securities exchangesuch Development & Commercialization Agreement to any Securities Regulators, such Party agrees to consult with the other Party with respect to the preparation and submission of of, a confidential treatment request for this Agreementsuch agreement. If 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 or any Development & Commercialization Agreement in a filing with or other submission to the SEC or any other securities exchangesuch Securities Regulator, and (ia) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (iib) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iiic) 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, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by applicable Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure to a Securities Regulator as set forth in this Section 5.5(b)8.5, 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 (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Subject to Section 9.7, in the event either Party acknowledges and agrees that proposes to file with the other Party may submit this Agreement (including for clarity, the Exhibits attached hereto) to the United States Securities and Exchange Commission Commission, any securities commissions or other securities regulatory authority in a Province or Territory of Canada or the securities regulators of any state, province, territory or other jurisdiction, a registration statement, prospectus or any other disclosure document which describes or refers to this Agreement under the Securities Act of 1933, as amended, the Exchange Act, the Securities Act (the “SEC”Ontario) or any other applicable securities exchange and if a Law, the Party does submit this Agreement to the SEC or any other securities exchange, such Party agrees to consult with shall notify the other Party of such intention and shall provide such other Party with respect a copy of relevant portions of the proposed filing not less than ten (10) Business Days (two (2) Business Days in the case of a prospectus) prior to such filing (and any revisions to such portions of the proposed filing a reasonable time prior to the preparation and submission filing thereof) or such shorter period of a confidential treatment request for this Agreement. If a time as the Party may determine is required by Law to make a disclosure of the terms of this Agreement necessary in a filing with or other submission to the SEC or any other securities exchange, and (i) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (ii) acting reasonably and in good faith, including any exhibits thereto relating to this Agreement, and shall use reasonable efforts to obtain confidential treatment of any information concerning this Agreement that such Party has promptly notified the other Party in writing of such requirement and any respective timing constraintsrequests be kept confidential, and (iii) such shall only disclose Confidential Information which it is advised by counsel is legally required to be disclosed. Each 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, request confidential treatment or approve such disclosure, then such Party will shall have the right to make expeditiously review and recommend changes to any such public disclosure at the time and in the manner reasonably determined by its counsel to be and, except as otherwise required by Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure as set forth in this Section 5.5(b), and the other Party provides comments within the respective time periods or constraints specified herein or within the respective notice, the Party seeking whose disclosure has been reviewed shall remove any information the reviewing Party reasonably deems to make be inappropriate for disclosure. Notwithstanding the foregoing, no such notice shall be required under this Section 9.6 if the substance of the description of or reference to this Agreement contained in the proposed filing has been included in any previous disclosure made by either Party in accordance with the terms hereunder or its counsel, as the case may be, will in good faith (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested otherwise approved by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement the Transaction Agreements (including for clarity, the Exhibits attached heretoand Schedules hereto and thereto) to the United States Securities and Exchange Commission (the “SECS EC”) or any other securities exchange and if a Party does submit this Agreement the Transaction Agreements to the SEC or any other securities exchange, such Party agrees to consult with the other Party with respect to the preparation and submission of of, a confidential treatment request for this Agreementthe Transaction Agreements. If a Party is required by Law to make a disclosure of the terms of this Agreement the Transaction Agreements in a filing with or other submission to the SEC or any other securities exchange, and (i) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (ii) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iii) 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, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure as set forth in this Section 5.5(b7.3(b), 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 (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement, any executed Development & Commercialization Agreement or the [***]SM Agreement (including for clarity, the Exhibits attached heretoif executed) to the United States Securities and Exchange Commission SEC or any national securities exchange in any jurisdiction (collectively the “SECSecurities Regulators”) or any other securities exchange ), and if a Party does submit this Agreement, any such Development & Commercialization Agreement or such [***]SM Agreement to the SEC or any other securities exchangeSecurities Regulators, such Party agrees to consult with the other Party with respect to the preparation and submission of of, a confidential treatment request for this Agreementsuch agreement. If 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, any Development & Commercialization Agreement or the [***]SM Agreement in a filing with or other submission to the SEC or any other securities exchangesuch Securities Regulator, and (ia) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (iib) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iiic) 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, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by applicable Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure to a Securities Regulator as set forth in this Section 5.5(b)8.5, 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 (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may be required under Applicable Law to submit this Agreement (including for clarity, the Exhibits attached and Schedules hereto) to the United States Securities and Exchange Commission (the “SEC”) or any other securities exchange and if a Party does submit this Agreement to the SEC or any other securities exchange, such Party agrees to shall consult with the other Party with respect to the preparation and submission of of, a confidential treatment request for this Agreement and/or redacted sections of the Agreement. If a Party is required by Applicable Law to make a disclosure of the terms of this Agreement in a filing with or other submission to the SEC or any other securities exchangeexchange or otherwise to comply with Applicable Law, and (i) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (ii) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iii) 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, request confidential treatment or approve such disclosure, request redacted sections, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure as set forth in this Section 5.5(b), 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 (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement (including including, for clarity, the Exhibits attached hereto) and any executed Development & Commercialization Agreement to the United States Securities and Exchange Commission (the “SEC”) or any other securities exchange SEC and if a Party does submit this Agreement or any executed Development & Commercialization Agreement to the SEC or any other securities exchangeSEC, 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 such executed Development & Commercialization Agreement. If a Party is required by Law to make a disclosure of the terms of this Agreement or any executed Development & Commercialization Agreement in a filing with or other submission to the SEC or any other securities exchangeSEC, and (i) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (ii) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iii) 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, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure to the SEC as set forth in this Section 5.5(b8.3(d), 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 (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement (including for clarity, the Exhibits attached hereto) to the United States Securities and Exchange Commission SEC or any national securities exchange in any jurisdiction (collectively the “SECSecurities Regulators”) or any other securities exchange ), and if a Party does submit this Agreement to the SEC or any other securities exchangeSecurities Regulators, such Party agrees to consult with the other Party with respect to the preparation and submission of of, a confidential treatment request for this Agreementsuch agreement. If 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 with or other submission to the SEC or any other securities exchangesuch Securities Regulator, and (ia) such Party has provided copies of the disclosure to the other Party as far reasonably in advance of such filing or other disclosure as is reasonably practicable under the circumstancesdisclosure, (iib) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iiic) 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, request confidential treatment or approve such disclosure, then such Party will shall have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Applicable Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure to a Securities Regulator as set forth in this Section 5.5(b)6.6, 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 shall in good faith (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.

Securities Filings. Each Party acknowledges and agrees that the other Party may submit this Agreement the Transaction Agreements (including for clarity, the Exhibits attached heretoand Schedules hereto and thereto) to the United States Securities and Exchange Commission (the “SEC”) or any other securities exchange and if a Party does submit this Agreement the Transaction Agreements to the SEC or any other securities exchange, such Party agrees to consult with the other Party with respect to the preparation and submission of of, a confidential treatment request for this Agreementthe Transaction Agreements. If a Party is required by Law to make a disclosure of the terms of this Agreement the Transaction Agreements in a filing with or other submission to the SEC or any other securities exchange, and (i) such Party has provided copies of the disclosure to the other Party as far in advance of such filing or other disclosure as is reasonably practicable under the circumstances, (ii) such Party has promptly notified the other Party in writing of such requirement and any respective timing constraints, and (iii) 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, request confidential treatment or approve such disclosure, then such Party will have the right to make such public disclosure at the time and in the manner reasonably determined by its counsel to be required by Law. Notwithstanding anything to the contrary herein, it is hereby understood and agreed that if a Party is seeking to make a disclosure as set forth in this Section 5.5(b7.3(b), 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 A&R SERVICES AND COLLABORATION AGREEMENT in good faith (A) consider incorporating such comments and (B) use reasonable efforts to incorporate such comments, limit disclosure or obtain confidential treatment to the extent reasonably requested by the other Party.