Common use of Publicity; Use of Names Clause in Contracts

Publicity; Use of Names. No disclosure of the existence, or the terms, of this Agreement may be made by either Party, and no Party shall use the name, trademark, trade name or logo of the other Party, its Affiliates or their respective employee(s) in any publicity, promotion, news release or disclosure relating to this Agreement or its subject matter, without the prior express written permission of the other Party, except (a) as may be required by law including securities laws in connection with any registration of Company securities (provided, that, the disclosing party shall seek confidential treatment, or a protective order, as applicable, for the terms of the Agreement to the extent permitted by applicable laws and regulations as determined by such Party), (b) in confidence to its legal and financial advisors to the extent such disclosure is reasonably necessary in connection with such Party's activities in connection with this Agreement and (c) to any bona fide potential or actual financial investor or lender (but not including any corporate pharmaceutical venture groups), acquirer or merger partner for the sole purpose of evaluating an actual or potential investment, acquisition, merger or loan; provided, that, in each case, such disclosees are bound by written obligations of confidentiality consistent with the confidentiality obligations of this Agreement, and the disclosing Party shall be responsible for any breach by any such disclosee of the confidentiality obligations of this Agreement. Notwithstanding the foregoing, (i) to the extent Company is required by law in connection with the registration of any of its securities to make a disclosure, Company shall provide MSD with reasonable opportunity to review and comment on any such disclosure and shall consider such comments in good faith, in each case, prior to any such disclosure in connection with such registration and (ii) on or about the Effective Date, Company will issue a press release in the form attached hereto as Schedule 4.4 to announce the execution of this Agreement. *** Certain information, as identified by [***], has been excluded from this agreement because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

Publicity; Use of Names. No (a) The Parties have agreed to issue a joint press release or separate press releases announcing this Agreement, subject to mutual agreement by the Parties with respect to the content thereof and issued at a mutually agreed date and time. Subject to Sections 11.3 and 11.4 above and the remainder of this Section 11.5, (i) no other disclosure of the existence, existence or the terms, terms of this Agreement or otherwise relating to this Agreement or the activities hereunder may be made by either PartyParty or its Affiliates, and (ii) no Party shall use the name, trademark, trade name or logo of the other Party, its Affiliates or their respective employee(s) employees in any publicity, promotion, news release or disclosure relating to this Agreement or its subject matter, without except in each case (i) and (ii) as provided in this Section 11.5 or as otherwise provided in this Agreement or any Ancillary Agreement or with the prior express written permission of the other Party, except (a) as may be required by law including securities laws in connection with any registration of Company securities (provided, that, the disclosing party shall seek confidential treatment, or a protective order, as applicable, for the terms of the Agreement to the extent permitted by applicable laws and regulations as determined by such Party), Applicable Law. (b) in confidence If a Party is required by Applicable Law, rule or regulation to its legal and financial advisors make a securities filing relating to the extent such disclosure is reasonably necessary in connection with such Party's activities in connection with this Agreement and (c) to any bona fide potential signing or actual financial investor or lender (but not including any corporate pharmaceutical venture groups), acquirer or merger partner for the sole purpose of evaluating an actual or potential investment, acquisition, merger or loan; provided, that, in each case, such disclosees are bound by written obligations of confidentiality consistent with the confidentiality obligations effectiveness of this Agreement, and or to the disclosing Party shall be responsible for any breach by any such disclosee of the confidentiality obligations terms of this Agreement, with the appropriate Governmental Authorities (including the U.S. Securities and Exchange Commission, and any securities exchange on which securities of such Party are listed), then the Party under such requirement will prepare a draft of such securities filing for review and comment by the other Party. Notwithstanding If such securities filing includes the disclosure of this Agreement and its terms, the Party under such disclosure obligation will submit a confidential treatment request and a proposed redacted version of this Agreement as part of such draft. Such draft securities filing will, where possible, be provided to the other Party reasonably in advance of the deadline for such securities filing, and the other Party agrees to promptly (and in any event, no less than [***] (or such shorter time to meet any filing deadline where it was not possible to provide the other Party with [***] notice) after receipt of such confidential treatment request and proposed redactions) give its input in a reasonable manner in order to allow the Party seeking disclosure to file its request within the timelines proscribed by the regulations of applicable Governmental Authorities or securities exchange. The Party seeking such disclosure will use reasonable efforts to obtain confidential treatment of this Agreement from the applicable Governmental Authority or securities exchange as represented by the redacted version reviewed by the other Party, provided that the Party seeking such disclosure shall, notwithstanding the foregoing, (i) at all times have the right to the extent Company is required by law in connection with the registration of any of its securities to make a disclosure, Company shall provide MSD with reasonable opportunity to review and comment on any such disclosure and shall consider such comments in good faith, in each case, prior to any submit such disclosure in connection accordance with such registration and requirement prior to or on the relevant deadline therefor. (iic) At any time after the release of the initial press release(s) described in Section 11.5(a), each Party shall notify the other Party if it desires to disclose publicly (including on or about its website) any of the Effective Date, Company will issue a press release in the form attached hereto as Schedule 4.4 to announce the execution of this Agreement. *** Certain information, as identified by following: [***]. For clarity, has been excluded from this agreement because Section 11.5 does not apply to scientific or medical Publications, which are governed by Section 11.4. If the other Party also desires to make such a public disclosure, the Parties will coordinate and agree upon the form, content and timing of such disclosure. If the other Party does not desire to make such a public disclosure, the requesting Party may nonetheless make such disclosure so long as it provides the other Party with a draft of such disclosure at least [***] prior to its intended release for such other Party’s review and comment. The non-disclosing Party shall have the right to require reasonable modifications of the disclosure: (a) to protect the non-publishing Party’s Confidential Information or trade secrets; or (b) to delay such disclosure for a reasonable time period (not to exceed [***]) as may be reasonably necessary to seek patent protection for the information disclosed in such proposed submission to the extent consistent with Article X. If either Party requests to make any other disclosure with respect to this Agreement or the Collaboration (including any public statement or press release) that is both (i) not material and (ii) would be competitively harmful if publicly disclosedotherwise permitted under this Agreement, the other Party shall reasonably consider such request.

Publicity; Use of Names. No Except as expressly permitted herein or as required by law, no disclosure of the existence, or the terms, of this Agreement may be made by either PartyParty or its Affiliates, and no neither Party shall use the name, trademark, trade name or logo of the other PartyTheraVida, or its Affiliates Affiliates, or its and their respective employee(s) in any publicity, promotion, news release or disclosure relating to this Agreement or its subject matter, without the prior express written permission of TheraVida and the other Party. Without limiting the foregoing, each Party and its Affiliates may disclose on its website, in public announcements and in its promotional materials that the other Party is a (sub)licensee or (sub)licensor of the Licensed Product rights in its applicable field, or that such other Party is a development partner of such Party in relation to the Licensed Products, and may use the other Party’s name and logo in conjunction with such disclosure; provided that, if following the Effective Date, either Party enters into any agreement assigning or granting a sublicense to any Third Party of any or all of such Party’s rights under this Agreement or the Head License, then the sublicensing or assigning Party will ensure that such Third Party assignee or sublicensee is obligated not to use the name, trademark, trade name or logo of TheraVida, the other Party, except either of respective Affiliates, or any of their respective employee(s) in any publicity, promotion, news release or disclosure relating to this Agreement (or the Head License) or its subject matter, without the prior express written permission of the other Party. (a) as A Party may be disclose this Agreement and its terms, and material developments or material information generated under this Agreement, in securities filings with the U.S. Securities and Exchange Commission (“SEC”) (or equivalent foreign agency) to the extent required by law including securities laws after complying with the procedure set forth in connection with any registration of Company securities (provided, thatthis Section 9.6. In such event, the disclosing party shall seek Party seeking to make such disclosure will prepare a draft confidential treatment, or a protective order, as applicable, for the terms treatment request and proposed redacted version of the this Agreement to the extent permitted by applicable laws and regulations as determined by such Party), (b) in confidence to its legal and financial advisors to the extent such disclosure is reasonably necessary in connection with such Party's activities in connection with this Agreement and (c) to any bona fide potential or actual financial investor or lender (but not including any corporate pharmaceutical venture groups), acquirer or merger partner request confidential treatment for the sole purpose of evaluating an actual or potential investment, acquisition, merger or loan; provided, that, in each case, such disclosees are bound by written obligations of confidentiality consistent with the confidentiality obligations of this Agreement, and the disclosing other Party agrees to promptly (and in any event, no less than three (3) days after receipt of such confidential treatment request and proposed redactions) give its input in a reasonable manner in order to allow the Party seeking disclosure to file its request within the time lines prescribed by applicable SEC regulations and those timelines needed to comply with the Head License. The Party seeking such disclosure shall be responsible for any breach exercise Commercially Reasonable Efforts to obtain confidential treatment of this Agreement from the SEC as represented by the redacted version reviewed by the other Party. The Parties agree to cooperate to ensure that any such disclosee filings and any review of such filings are made in accordance with and pursuant to the terms of the confidentiality obligations Head License. (b) Further, each Party acknowledges that the other Party may be legally required, or may be required by the listing rules of any exchange on which the other Party’s or its Affiliate’s securities are traded, to make public disclosures (including in filings with the SEC or other agency) of certain material developments or material information generated under this Agreement. Notwithstanding the foregoing, (i) to the extent Company is Agreement and agrees that each Party may make such disclosures as required by law in connection with or such listing rules, provided that the registration of any of its securities to make a disclosure, Company Party seeking such disclosure shall provide MSD the other Party with a copy of the proposed text of such disclosure sufficiently in advance of the scheduled release to afford such other Party a reasonable opportunity to review and comment on any thereon, which comments shall be provided, if at all, within seven (7) Business Days following receipt, or such disclosure and shall consider such comments in good faithshorter time as may be required, in each case, prior taking into account the required date of release. (c) If either Party desires to any such disclosure in connection with such registration and (ii) on or about the Effective Date, Company will issue a press release in or make a public announcement concerning the form attached hereto as Schedule 4.4 to announce the execution material terms of this Agreement or the Development or Commercialization of the Licensed Product under this Agreement, such as the achievement of Regulatory Approvals of the Licensed Product, such Party shall provide the other Party with the proposed text of such announcement for prior review and, except to the extent such press release or public announcement is permitted by subsection (a) or (b) above, approval by such other Party and by TheraVida pursuant to the terms of the Head License. *** Certain informationThe reviewing Party will provide comments, if at all, within seven (7) Business Days following receipt, or such shorter time as identified by [***]may be reasonably requested, has been excluded from this agreement because it is both (i) not material taking into account the intended date of release. Subject to the requirements of the Head License, and (ii) would be competitively harmful if publicly disclosedSection 1.1 hereof, each Party may make subsequent public disclosures or issue press releases or other public announcements disclosing the same content without having to obtain the other Party’s prior consent and approval.

Publicity; Use of Names. No Subject to the remainder of this Section 10.6 (Publicity/Use of Names), no disclosure of the existence, or the terms, of this Agreement may be made by either PartyParty or its Affiliates, and no neither Party shall use the name, trademark, trade name or logo of the other Party, its Affiliates or their respective employee(s) in any publicity, promotion, news release or disclosure relating to this Agreement or its subject matter, without the prior express written permission of the other Party, except (a) as may be required by law including securities laws law. Notwithstanding the above, each Party and its Affiliates may disclose on its website and in connection with any registration of Company securities its promotional materials that the other Party is a development partner or licensee/licensor (provided, that, the disclosing party shall seek confidential treatment, or a protective order, as applicable, ) of such Party for the terms of Licensed Products and may use the other Party’s name and logo in conjunction with such disclosure. (a) A Party may disclose this Agreement and its terms, and material developments or material information generated under this Agreement, in securities filings with the U.S. Securities and Exchange Commission (“SEC”) (or equivalent foreign agency) to the extent permitted required by applicable laws and regulations as determined by law after complying with the procedure set forth in this Section 10.6 (Publicity/Use of Names). In such Party)event, (b) in confidence the Party seeking to its legal and financial advisors to the extent make such disclosure is reasonably necessary in connection with such Party's activities in connection with will prepare a draft confidential treatment request and proposed redacted version of this Agreement and (c) to any bona fide potential or actual financial investor or lender (but not including any corporate pharmaceutical venture groups), acquirer or merger partner request confidential treatment for the sole purpose of evaluating an actual or potential investment, acquisition, merger or loan; provided, that, in each case, such disclosees are bound by written obligations of confidentiality consistent with the confidentiality obligations of this Agreement, and the disclosing other Party agrees to promptly (and in any event, no more than [****] ([****]) days after receipt of such confidential treatment request and proposed redactions) give its input in a reasonable manner in order to allow the Party seeking disclosure to file its request within the time lines prescribed by applicable SEC regulations. The Party seeking such disclosure shall be responsible for any breach by any such disclosee of the confidentiality obligations exercise Commercially Reasonable Efforts to obtain confidential treatment of this Agreement. Notwithstanding Agreement from the foregoingSEC as represented by the redacted version reviewed by the other Party. (b) Further, each Party acknowledges that the other Party may be legally required, or may be required by the listing rules of any exchange on which the other Party’s or its Affiliate’s securities are traded, to make public disclosures (iincluding in filings with the SEC or other agency) to the extent Company is of certain material developments or material information generated under this Agreement and agrees that each Party may make such disclosures as required by law in connection with or such listing rules, provided that the registration of any of its securities to make a disclosure, Company Party seeking such disclosure shall provide MSD the other Party with a copy of the proposed text of such disclosure sufficiently in advance of the scheduled release to afford such other Party a reasonable opportunity to review and comment on any such disclosure and shall consider such comments in good faith, in each case, prior to any such disclosure in connection with such registration and (ii) on or about the Effective Date, Company will issue a press release in the form attached hereto as Schedule 4.4 to announce the execution of this Agreementthereon. *** Certain information, as identified by [***]*] = [CONFIDENTIAL PORTION HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED (c) The Parties agree to issue a mutually agreed joint press release promptly following the Effective Date. If either Party desires to issue a subsequent press release or make a public announcement concerning the material terms of this Agreement or the Development or Commercialization of the Licensed Product under this Agreement, such as the achievement of Regulatory Approvals of the Licensed Product, such Party shall provide the other Party with the proposed text of such announcement for prior review and, except to the extent such press release or public announcement is permitted by subsection (a) or (b) above, approval by such other Party. (d) The Parties agree that after a public disclosure has been excluded from this agreement because it is both made or a press release or other public announcement has been issued in compliance with subsection (ia), (b) not material or (c) hereof, each Party may make subsequent public disclosures or issue press releases or other public announcements disclosing the same content without having to obtain the other Party’s prior consent and (ii) would be competitively harmful if publicly disclosedapproval.

Publicity; Use of Names. No Except as expressly permitted herein or as required by law, no disclosure of the existence, or the terms, of this Agreement may be made by either PartyParty or its Affiliates, and no neither Party shall use the name, trademark, trade name or logo of the other PartyAstraZeneca, or its Affiliates Affiliates, or its and their respective employee(s) in any publicity, promotion, news release or disclosure relating to this Agreement or its subject matter, without the prior express written permission of AstraZeneca and the other Party. Without limiting the foregoing, each Party and its Affiliates may disclose on its website, in public announcements and in its promotional materials that the other Party is a (sub)licensee or (sub)licensor of the Licensed Product rights in its applicable field, or that such other Party is a development partner of such Party in relation to the Licensed Products, and may use the other Party’s name and logo in conjunction with such disclosure; provided that, if following the Effective Date, either Party enters into any agreement assigning or granting a sublicense to any Third Party of any or all of such Party’s rights under this Agreement or the Head License, then the sublicensing or assigning Party will ensure that such Third Party assignee or sublicensee is obligated not to use the name, trademark, trade name or logo of AstraZeneca, the other Party, except either of respective Affiliates, or any of their respective employee(s) in any publicity, promotion, news release or disclosure relating to this Agreement (or the Head License) or its subject matter, without the prior express written permission of the other Party. (a) as A Party may be disclose this Agreement and its terms, and material developments or material information generated under this Agreement, in securities filings with the U.S. Securities and Exchange Commission (“SEC”) (or equivalent foreign agency) to the extent required by law including securities laws after complying with the procedure set forth in connection with any registration of Company securities (provided, thatthis Section 9.6. In such event, the disclosing party shall seek Party seeking to make such disclosure will prepare a draft confidential treatment, or a protective order, as applicable, for the terms treatment request and proposed redacted version of the this Agreement to the extent permitted by applicable laws and regulations as determined by such Party), (b) in confidence to its legal and financial advisors to the extent such disclosure is reasonably necessary in connection with such Party's activities in connection with this Agreement and (c) to any bona fide potential or actual financial investor or lender (but not including any corporate pharmaceutical venture groups), acquirer or merger partner request confidential treatment for the sole purpose of evaluating an actual or potential investment, acquisition, merger or loan; provided, that, in each case, such disclosees are bound by written obligations of confidentiality consistent with the confidentiality obligations of this Agreement, and the disclosing other Party agrees to promptly (and in any event, no less than three (3) days after receipt of such confidential treatment request and proposed redactions) give its input in a reasonable manner in order to allow the Party seeking disclosure to file its request within the time lines prescribed by applicable SEC regulations and those timelines needed to comply with the Head License. The Party seeking such disclosure shall be responsible for any breach exercise Commercially Reasonable Efforts to obtain confidential treatment of this Agreement from the SEC as represented by the redacted version reviewed by the other Party. The Parties agree to cooperate to ensure that any such disclosee filings and any review of such filings are made in accordance with and pursuant to the terms of the confidentiality obligations Head License. (b) Further, each Party acknowledges that the other Party may be legally required, or may be required by the listing rules of any exchange on which the other Party’s or its Affiliate’s securities are traded, to make public disclosures (including in filings with the SEC or other agency) of certain material developments or material information generated under this Agreement. Notwithstanding the foregoing, (i) to the extent Company is Agreement and agrees that each Party may make such disclosures as required by law in connection with or such listing rules, provided that the registration of any of its securities to make a disclosure, Company Party seeking such disclosure shall provide MSD the other Party with a copy of the proposed text of such disclosure sufficiently in advance of the scheduled release to afford such other Party a reasonable opportunity to review and comment on any thereon, which comments shall be provided, if at all, within seven (7) Business Days following receipt, or such disclosure and shall consider such comments in good faithshorter time as may be required, in each case, prior taking into account the required date of release. (c) If either Party desires to any such disclosure in connection with such registration and (ii) on or about the Effective Date, Company will issue a press release in or make a public announcement concerning the form attached hereto as Schedule 4.4 to announce the execution material terms of this Agreement or the Development or Commercialization of the Licensed Product under this Agreement, such as the achievement of Regulatory Approvals of the Licensed Product, such Party shall provide the other Party with the proposed text of such announcement for prior review and, except to the extent such press release or public announcement is permitted by subsection (a) or (b) above, approval by such other Party and by AstraZeneca pursuant to the terms of the Head License. *** Certain informationThe reviewing Party will provide comments, if at all, within seven (7) Business Days following receipt, or such shorter time as identified by [***]may be reasonably requested, has been excluded from this agreement because it is both (i) not material taking into account the intended date of release. Subject to the requirements of the Head License, and (ii) would be competitively harmful if publicly disclosedSection 1.1 hereof, each Party may make subsequent public disclosures or issue press releases or other public announcements disclosing the same content without having to obtain the other Party’s prior consent and approval.