Restrictions on Use of Confidential Information. (i) Except as otherwise expressly provided herein, the Party receiving Confidential information (the “Receiving Party”) from the other Party (the “Disclosing Party”) shall (a) hold such Confidential Information in strict confidence; (b) not disclose such Confidential Information to any third party, except to its Affiliates, bona fide research and development collaborators, agents and subcontractors who "need to know"; provided, however, that such agents and contractors agree in writing to abide by the confidentiality provisions set forth herein; (c) use such Confidential Information only as necessary to perform the Research and not for any other purpose; (d) upon termination of this Agreement, destroy or return to the Disclosing Party, at the Disclosing Party's option, all tangible Confidential Information in its possession and in the possession of any Affiliates, agents and subcontractors; and (e) protect Confidential Information received from disclosure with at least that degree of care used by the Receiving Party in dealing with its own confidential information and shall take reasonable steps to minimize the risk of an unauthorized disclosure of Confidential Information. (ii) SANOFI US has provided some additional limited rights for use of Data, which is Confidential Information, all of which are set forth in Section 6.G and referred to therein as the Permitted Data Use Field. In the event of any actual or perceived conflict between the terms of this Section and Section 6.G, the Parties intend that the increased use of the Data by ENUMERAL be permitted in the Permitted Data Use Field, with the more restrictive provisions set forth in Section 6.G superseding those set forth in Section 11.C.i above, and that S▇▇▇▇▇▇ ▇▇.▇, ▇▇▇▇▇▇▇ ▇▇.▇ and Section 11.E remain applicable to the Data.
Appears in 3 contracts
Sources: Research Agreement (Enumeral Biomedical Holdings, Inc.), Research Agreement (Enumeral Biomedical Holdings, Inc.), Research Agreement (Enumeral Biomedical Holdings, Inc.)