Common use of Use of Name and Disclosure of Terms Clause in Contracts

Use of Name and Disclosure of Terms. Except as necessary to perform a Party’s obligations under this Agreement, each Party shall (a) keep the existence of, the terms of and the transactions and the subject matter covered by, this Agreement confidential and shall not disclose such information to any other Person through a press release or otherwise and (b) not mention or otherwise use the name or any Trademark of the other Party or its Affiliates in connection with this Agreement, in each case ((a) and (b)), without the prior written consent of the other Party in each instance (which shall not be unreasonably withheld, conditioned or delayed). The restrictions imposed by this Section 12.5 shall not prohibit either Party from making any disclosure identifying the other Party that is required by Applicable Law or the requirements of a national securities exchange or another similar regulatory body, provided that any such disclosure shall be governed by Section 12.2. Further, the restrictions imposed on each Party under this Section 12.5 are not intended, and shall not be construed, to prohibit a Party from (x) identifying the other Party in its internal business communications or in connection with presentations to potential investors, provided that any Confidential Information in such communications remains subject to this Article 12 or (y) disclosing (i) information for which consent has previously been obtained and (ii) information of a similar nature to that which has been previously disclosed publicly with respect to this Agreement, each of which ((i) and (ii)) shall not require advance approval, but copies of which shall be provided to the other Party as soon as practicable after the release or communication thereof. Notwithstanding anything else contained herein, VIVUS hereby consents to KADMON referencing the Product on its corporate website as a Product it Promotes, provided that any such reference must be (i) pre-approved by the VIVUS promotional review committee and (ii) in accordance with Applicable Law.

Use of Name and Disclosure of Terms. Except as necessary to perform a Party’s obligations under this Agreement, each Party shall (a) shall keep the existence ofexistence, the terms of and the transactions terms, and the subject matter (including the applicable transactions) covered by, by this Agreement confidential and shall not disclose such information to any other Person through a press release or otherwise and (b) shall not mention or otherwise use the name or any Trademark trademark of the other Party or its Affiliates in connection with this Agreement, in each case ((a) and (b)), without the prior written consent of the other Party in each instance (which shall not be unreasonably withheld, conditioned or delayed). The restrictions imposed by this Section 12.5 11.5 shall not prohibit either Party from making any disclosure identifying the other Party that is required by Applicable Law or the requirements of a national securities exchange or another similar regulatory body, provided that any such disclosure shall be governed by Section 12.211.3. Nor shall the restrictions imposed by this Section 11.5 prohibit either Party from announcing this Agreement to the public promptly following the Effective Date, including such key terms and other items appropriate for such a public release, in each case subject to the written consent of the other Party, which shall not be unreasonably withheld. Further, the restrictions imposed on each Party under this Section 12.5 11.5 are not intended, and shall not be construed, to prohibit a Party from (x) identifying the other Party in its internal business communications or in connection with presentations to potential investorscommunications, provided that any Confidential Information in such communications remains subject to this Article 12 11 or (y) disclosing (i) information for which consent has previously been obtained and (ii) information of a similar nature to that which has been previously disclosed publicly with respect to this Agreement, each of which ((i) and (ii)) shall not require advance approval, but copies of which shall be provided to the other Party as soon as practicable after the release or communication thereof. Notwithstanding anything else contained herein, VIVUS hereby consents to KADMON referencing the Product on its corporate website as a Product it Promotes, provided that any such reference must be (i) pre-approved by the VIVUS promotional review committee and (ii) in accordance with Applicable Law.

Use of Name and Disclosure of Terms. a. Except as necessary to perform a Party’s obligations under this Agreement, each Party shall (a) shall keep the existence ofexistence, the terms of and the transactions terms, and the subject matter (including without limitation the applicable transactions) covered by, by this Agreement confidential and shall not disclose such information to any other Person through a press release or otherwise and (b) shall not mention or otherwise use the name or any Trademark trademark of the other Party or its Affiliates in connection with this Agreement, in each case ((a) and (b)), without the prior written consent of the other Party in each instance (which shall not be unreasonably withheld, conditioned or delayed). The Notwithstanding the foregoing, (i) the restrictions imposed by this Section 12.5 11.5 shall not prohibit either Party from making any disclosure identifying the other Party that is required by Applicable Law or the requirements of a national securities exchange or another similar regulatory body, provided that any such disclosure shall be governed by Section 12.211.3, and (ii) the restrictions imposed by this Section 11.5 shall not prohibit either Party from announcing this Agreement to the public promptly following the Effective Date, including without limitation such key terms and other items appropriate for such a public release, in each case subject to the written consent of the other Party, which shall not be unreasonably withheld. Further, the restrictions imposed on each Party under this Section 12.5 11.5 are not intended, and shall not be construed, to prohibit a Party from (x) identifying the other Party in its internal business communications or in connection with presentations to potential investorscommunications, provided that any Confidential Information in such communications remains subject to this Article 12 11 or (y) disclosing (i) information for which consent has previously been obtained and (ii) information of a similar nature to that which has been previously disclosed publicly with respect to this Agreement, each of which ((i) and (ii)) shall not require advance approval, but copies of which shall be provided to the other Party as soon as practicable after the release or communication thereof. Notwithstanding anything else contained herein, VIVUS hereby consents to KADMON referencing the Product on its corporate website as a Product it Promotes, provided that any such reference must be (i) pre-approved by the VIVUS promotional review committee and (ii) in accordance with Applicable Law.27

Use of Name and Disclosure of Terms. Except as necessary to perform a Party’s obligations permitted under this AgreementSection 10.14, each Party shall will and will cause its Affiliates to (a) keep the existence of, the terms of of, and the transactions and the subject matter covered by, by this Agreement confidential and shall (b) not disclose such information to any other Person Third Party through a press release or otherwise, and, except as otherwise and (b) permitted hereunder, will not mention or otherwise use the name name, insignia, symbol, trademark, trade name, or any Trademark logotype of the other Party or its Affiliates in connection with this Agreement, in each case ((a) and (b)), any manner without the prior written consent of the other Party in each instance (which shall will not be unreasonably withheld, conditioned or delayed). The restrictions imposed by this Section 12.5 shall 5.1.6 will not prohibit either Party or its Affiliates from making any disclosure that is required by Applicable Law, rule, or regulation or the requirements of a national securities exchange or another similar regulatory body including disclosing such information in any clinical trial database maintained by or on behalf of a Party. In addition, in connection with a specific transaction or proposed transaction, including, with respect to Ironwood, a Monetization Transaction, either Party may disclose the terms of this Agreement to the counter party to such transaction if such counter party is a bona fide potential investor, underwriter, lender or Revenue Buyer; provided that (i) such disclosure shall be under provisions of confidentiality no less protective than the terms of this Agreement, (ii) the disclosure is reasonably necessary in light of the contemplated transaction and (iii) the receiving Person is not engaged in the business of developing or commercializing pharmaceutical products. Further, the restrictions imposed on each Party under this Section 5.1.6 are not intended, and will not be construed, to prohibit a Party or is Affiliates from identifying the other Party or its Affiliates in its internal business communications, provided that any Confidential Information in such communications remains subject to this Section 5.1.6. In the event that either Party is required by Applicable Law or the requirements of a national securities exchange or another similar regulatory bodybody to disclose this Agreement, in whole or in part, the Parties will cooperate in preparing a redacted version of this Agreement and consider any comments received from the other Party with [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission. respect thereto in good faith, provided that any such disclosure shall be governed by Section 12.2. Further, the restrictions imposed on each Party under this Section 12.5 are not intended, and shall not be construed, to prohibit a Party from (x) identifying the other Party in its internal business communications or in connection with presentations to potential investors, provided that any Confidential Information in such communications remains subject to this Article 12 or (y) disclosing (i) information for which consent has previously been obtained and (ii) information of a similar nature to that which has been previously disclosed publicly such requirement shall have final decision-making authority with respect to the contents of such redacted version of this Agreement, each of which ((i) and (ii)) shall not require advance approval, but copies of which shall be provided to the other Party as soon as practicable after the release or communication thereof. Notwithstanding anything else contained herein, VIVUS hereby consents to KADMON referencing the Product on its corporate website as a Product it Promotes, provided that any such reference must be (i) pre-approved by the VIVUS promotional review committee and (ii) in accordance with Applicable Law.

Use of Name and Disclosure of Terms. Except as necessary to perform a Party’s obligations permitted under this AgreementSection 12.16, each Party shall will and will cause its Affiliates to (a) keep the existence of, the terms of of, and the transactions and the subject matter covered by, by this Agreement confidential and shall (b) not disclose such information to any other Person Third Party through a press release or otherwise, and, except as otherwise and (b) permitted hereunder, will not mention or otherwise use the name name, insignia, symbol, trademark, trade name, or any Trademark logotype of the other Party or its Affiliates in connection with this Agreement, in each case ((a) and (b)), any manner without the prior written consent of the other Party in each instance (which shall will not be unreasonably withheld, conditioned or delayed). The restrictions imposed by this Section 12.5 shall 7.1.6 will not prohibit either Party or its Affiliates from making any disclosure that is required by Applicable Law, rule, or regulation or the requirements of a national securities exchange or another similar regulatory body including disclosing such information in any clinical trial database maintained by or on behalf of a Party. In addition, in connection with a specific transaction or proposed transaction, including, with respect to Ironwood, a Monetization Transaction, either Party may disclose the terms of this Agreement to the counter party to such transaction if such counter party is a bona fide potential investor, underwriter, lender or Revenue Buyer; provided that (i) such disclosure shall be under provisions of confidentiality no less protective than the terms of this Agreement, (ii) the disclosure is reasonably necessary in light of the contemplated transaction and (iii) the receiving Person is not engaged in the business of developing or commercializing pharmaceutical products. Further, the restrictions imposed on each Party under this Section 7.1.6 are not intended, and will not be construed, to prohibit a Party or is Affiliates from identifying the other Party or its Affiliates in its internal business communications, provided that any Confidential Information in such communications remains subject to this Section 7.1.6. In the event that either Party is required by Applicable Law or the requirements of a national securities exchange or another similar regulatory bodybody to disclose this Agreement, in whole or in part, the Parties will cooperate in preparing a redacted version of this Agreement and consider any comments received from the other Party with respect thereto in good faith, provided that any such disclosure shall be governed by Section 12.2. Further, the restrictions imposed on each Party under this Section 12.5 are not intended, and shall not be construed, to prohibit a Party from (x) identifying the other Party in its internal business communications or in connection with presentations to potential investors, provided that any Confidential Information in such communications remains subject to this Article 12 or (y) disclosing (i) information for which consent has previously been obtained and (ii) information of a similar nature to that which has been previously disclosed publicly such requirement shall have final decision-making authority with respect to the contents of such redacted version of this Agreement, each of which ((i) and (ii)) shall not require advance approval, but copies of which shall be provided to the other Party as soon as practicable after the release or communication thereof. Notwithstanding anything else contained herein, VIVUS hereby consents to KADMON referencing the Product on its corporate website as a Product it Promotes, provided that any such reference must be (i) pre-approved by the VIVUS promotional review committee and (ii) in accordance with Applicable Law.