Common use of Permitted Use and Disclosures Clause in Contracts

Permitted Use and Disclosures. Each receiving Party may use or disclose Confidential Information of a disclosing Party to the extent such use or disclosure is reasonably necessary in complying with applicable governmental regulations or otherwise submitting information to governmental authorities, conducting clinical trials, applying for regulatory approvals, negotiating or making a permitted sublicense or otherwise exercising its rights hereunder, provided that if a receiving Party is required to make any such disclosure of a disclosing Party’s Confidential Information, it shall make commercially reasonable efforts to: (a) give prompt written notice to the disclosing Party of the proposed disclosure to the relevant governmental authority, and allow the disclosing Party at least thirty (30) days to object to all or any portion of the disclosure before it is disclosed; (b) if advance notice is not possible, provide written notice of disclosure immediately thereafter; (c) to the extent possible, minimize the extent of such disclosure; and (d) secure confidential treatment of such information prior to its disclosure (whether through protective orders or otherwise), it being understood that any information so disclosed shall otherwise remain subject to the limitations on use and disclosure hereunder. The Party proposing to disclose any Confidential Information under this provision shall take into reasonable consideration any comments and objections raised by the disclosing Party.

Permitted Use and Disclosures. Each receiving Party may (i) use Confidential Information of a disclosing Party to exercise its rights or perform its obligations hereunder, or (ii) use or disclose Confidential Information of a disclosing Party to the extent such use or disclosure is reasonably necessary in (a) complying with applicable governmental regulations or otherwise submitting information to governmental authorities, (b) conducting clinical trials, trials or applying for regulatory approvals, and (c) negotiating or making a permitted sublicense or otherwise exercising its rights hereundersublicense, provided that if a receiving Party is required to make any such disclosure of a disclosing Party’s Confidential InformationInformation pursuant to clause (ii)(a), it shall make commercially reasonable efforts to: (aw) give prompt written notice to the disclosing Party of the proposed disclosure to the relevant governmental authority, and allow the disclosing Party at least thirty (30) days to object to all or any portion of the disclosure before it is disclosed; (bx) if advance notice is not possible, provide written notice of disclosure immediately thereafter; (cy) to the extent possible, minimize the extent of such disclosure; and (dz) secure confidential treatment of such information prior to its disclosure (whether through protective orders or otherwise), it being understood that any information so disclosed shall otherwise remain subject to the limitations on use and disclosure hereunder. The Party proposing to disclose any Confidential Information under this provision shall take into reasonable consideration any comments and objections raised by the disclosing Party.

Permitted Use and Disclosures. Each receiving Party hereto may use or disclose Confidential Information of a disclosing information disclosed to it by the other Party to the extent such use or disclosure is reasonably necessary in complying with applicable governmental regulations or otherwise submitting information to tax or other governmental authorities, conducting clinical trials, applying for regulatory approvals, negotiating or making a permitted sublicense or otherwise exercising its rights hereunder; provided, provided that if a receiving Party is required to make any such disclosure of a disclosing the other Party’s Confidential Information, other than pursuant to a confidentiality agreement, it shall make commercially reasonable efforts to: (a) give prompt written reasonable advance notice to the disclosing latter Party of the proposed disclosure to the relevant governmental authoritysuch disclosure, and allow the disclosing Party at least thirty (30) days to object to all or any portion of the disclosure before it is disclosed; (b) if such advance notice is not possible, provide written notice of such disclosure immediately thereafter; , (c) to the extent possible, minimize the extent of such disclosure; , and (d) save to the extent inappropriate in the case of patent applications, use all reasonable efforts to secure confidential treatment of such information prior to its disclosure (whether through protective orders or otherwise), it being understood that any information so disclosed shall otherwise remain subject to the limitations on use and disclosure hereunder. The Party proposing to disclose any Confidential Information under this provision shall take into reasonable consideration any comments and objections raised by the disclosing Party[*****] REPRESENTS CONFIDENTIAL PORTION WHICH HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.

Permitted Use and Disclosures. Each receiving Party may (i) use Confidential Information of a disclosing Party to exercise its rights or perform its obligations hereunder, or (ii) use or disclose Confidential Information of a disclosing Party to the extent such use or disclosure is reasonably necessary in (a) complying with applicable governmental regulations or otherwise submitting information to governmental authorities, (b) conducting clinical trials, trials or applying for regulatory approvals, and (c) negotiating or making a permitted sublicense or otherwise exercising its rights hereundersublicense, provided that if a receiving Party is required to make any such disclosure of a disclosing Party’s Confidential InformationInformation pursuant to clause (ii)(a), it shall make commercially reasonable efforts to: (aw) give prompt written notice to the disclosing Party of the proposed disclosure to the relevant governmental authority, and allow the disclosing Party at least thirty (30) days to object to all or any portion of the disclosure before it is disclosed; (bx) if advance notice is not possible, provide written notice of disclosure immediately thereafter; (cy) to the extent possible, minimize the extent of such disclosure; and (dz) secure confidential treatment of such information prior to its disclosure (whether through protective orders or otherwise), it being understood that any information so disclosed shall otherwise remain subject to the limitations on use and disclosure hereunder. The Party proposing to disclose any Confidential Information under this provision shall take into reasonable consideration any comments and objections raised by the disclosing Party.

Permitted Use and Disclosures. Each receiving Party may (i) use Confidential Information of a disclosing Party to exercise its rights or perform its obligations hereunder, or (ii) use or disclose Confidential Information of a disclosing Party to the extent such use or disclosure is reasonably necessary in (a) complying with applicable governmental regulations or otherwise submitting information to governmental authorities, (b) conducting clinical trials, trials or applying for regulatory approvals, and (c) negotiating or making a permitted sublicense or otherwise exercising its rights hereundersublicense, provided that if a receiving Party is required to make any such disclosure of a disclosing Party’s Confidential InformationInformation pursuant to clause (ii)(a), it shall make commercially reasonable efforts to: (aw) give prompt written notice to the disclosing Party of the proposed disclosure to the relevant governmental authority, with the objective, but subject to legal and allow regulatory requirements, of allowing the disclosing Party at least thirty (30) days [***] to object to all or any portion of the disclosure before it is disclosed; (bx) if advance notice is not possiblecommercially reasonably, provide written notice of disclosure immediately thereafter; (cy) to the extent possiblecommercially reasonable, minimize the extent of such disclosure; and (dz) secure confidential treatment of such information prior to its disclosure (whether through protective orders or otherwise), it being understood that any information so disclosed shall otherwise remain subject to the limitations on use and disclosure hereunder. The Party proposing to disclose any Confidential Information under this provision shall take into reasonable consideration any comments and objections raised by the disclosing Party.

Permitted Use and Disclosures. Each receiving A Receiving Party may use or disclose Confidential Information of a disclosing the Disclosing Party (i) as necessary in connection with the performance of its obligations or the exercise of its rights under this Agreement or (ii) to the extent such use or disclosure is reasonably necessary in complying with applicable governmental regulations or otherwise submitting information to governmental authoritieslaw; provided that, conducting clinical trials, applying for regulatory approvals, negotiating or making a permitted sublicense or otherwise exercising its rights hereunder, provided that if a receiving Receiving Party is required to make any such legally required disclosure of a disclosing Disclosing Party’s Confidential Information, it shall make commercially reasonable efforts to: (aA) give prompt written notice to the disclosing Disclosing Party of the proposed disclosure to the relevant governmental authority, and allow the disclosing Disclosing Party at least thirty (30) days an opportunity to object to all or any portion of the disclosure before it is disclosed; (bB) if advance notice is not possible, provide written notice of disclosure immediately thereafter; (cC) to the extent possible, minimize the extent of such disclosure; and (dD) secure confidential treatment of such information prior to its disclosure (whether through protective orders or otherwise), it being understood that any information so disclosed shall otherwise remain subject to the limitations on use and disclosure hereunder. The Party proposing to disclose any Confidential Information under this provision shall take into reasonable consideration any comments and objections raised by the disclosing Disclosing Party. Furthermore, either Party shall be permitted to disclose this Agreement to actual or potential lenders, investors, or purchasers of all or any portion of its business, in each case which are subject to written obligations of non-use, non-disclosure and confidentiality no less stringent than those contained in this Agreement.