Common use of Non-Public Information Clause in Contracts

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser Investor or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser Investor shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser Investor shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person person acting on its behalf, behalf will provide any Purchaser Subscriber or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser Subscriber shall have entered into a written agreement with the Company regarding the confidentiality and use of agreed in writing to receive such information. The Company understands and confirms that each Purchaser Subscriber shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documentsthis Agreement, the Company covenants and agrees that neither it, it nor any other Person person acting on its behalf, behalf will provide any the Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such the Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any the Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such the Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, including this Agreement, or as expressly required by any applicable securities law, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information regarding the Company that the Company believes constitutes material non-public informationinformation without the express written consent of such Purchaser, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser Subscriber or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser Subscriber shall have entered into a written agreement with the Company regarding the confidentiality and use of agreed in writing to receive such information. The Company understands and confirms that each Purchaser Subscriber shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any the Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such the Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person person acting on its behalf, will provide any Purchaser Subscriber or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser Subscriber shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser Subscriber shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any the Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such the Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such informationinformation or is an Affiliate of the Company. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, any Company Entity nor any other Person acting on its behalf, or their behalf will provide any Purchaser Investor or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser Investor shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser Investor shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, behalf will provide any the Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such the Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser the Investor or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser the Investor shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser the Investor shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction DocumentsDocuments and as required hereunder, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such the Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, nor it will not and will instruct any other Person acting on its behalf, will behalf to not provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into has first executed a written agreement with the Company regarding the confidentiality and use of such the information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documentsthis Agreement, the Company covenants and agrees that neither it, it nor any other Person person acting on its behalf, behalf will provide any the Purchaser or its agents or counsel with any information that the Company believes constitutes material non-non- public information, unless prior thereto such the Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting authorized to act on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser Investor or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser Investor shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser Investor shall be relying on the foregoing covenant and agreement in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any the Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such the Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither itit nor, nor to its knowledge, any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into consented thereto or executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes or may constitute material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-non- public informationinformation of the Company, unless prior thereto such the Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser the Purchasers shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser Investor or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser Investor shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser Investor shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except as may be required to comply with respect to the material terms and conditions of the transactions contemplated by the Transaction Documentsthis Agreement, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto and after the date hereof, such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any the Purchaser or its agents or counsel with any information that the Company believes constitutes material non-non- public information, unless prior thereto such the Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.. Survival

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, including this Agreement, or as expressly required by any applicable securities law, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information regarding the Company that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a information without the express written agreement with the Company regarding the confidentiality and use consent of such informationPurchaser. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto to disclosure of such information the Company identifies such information as being material nonpublic information and provides such Purchaser with the opportunity to accept or refuse to accept such material nonpublic information for review and any Purchaser wishing to obtain such information shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person person acting on its behalf, will provide any Purchaser Subscriber or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser Subscriber shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction DocumentsOffering Materials, the Company covenants and agrees that neither it, nor any other Person person acting on its behalf, will provide any Purchaser Subscriber or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser Subscriber shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser Subscriber shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser each Investor or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser Investor shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser Investor shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such the Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser the Buyer or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser the Buyer shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser the Buyer shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions as contemplated by the Transaction DocumentsCollaboration Agreement, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall will be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public nonpublic information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities Common Stock of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or (not including its agents or counsel counsel) with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such the Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf has provided or will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documentsthis Agreement, the Company covenants and agrees that after the date hereof, neither it, nor any other Person acting on its behalf, will provide any Purchaser the Holder or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser the Holder shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser the Holder shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public informationinformation except as required by this Agreement, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser the Purchasers shall be relying on the foregoing covenant representations in effecting transactions in the securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documentsthis Agreement, the Company covenants and agrees that neither it, it nor any other Person person acting on its behalf, behalf will provide any the Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public nonpublic information, unless prior thereto such the Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each such Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any the Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, behalf will provide any a Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each a Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any the Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such the Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company’s Securities.

Non-Public Information. Except with respect to the material terms and conditions of the transactions as contemplated by the Transaction DocumentsCollaboration Agreement, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms The Company covenants and conditions of the transactions agrees that, except as specifically contemplated by the Transaction Documents, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such the Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such the information. The Company understands and confirms that each Purchaser the Purchasers shall be relying on the foregoing covenant and representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser the Purchasers shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser the Purchasers shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any the Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such the Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company. 4.6 Use of Proceeds. See Schedule 4.7.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, including this Agreement, or as expressly required by any applicable securities law, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information regarding the Company that the Company believes constitutes material non-public informationinformation regarding the Company or its Subsidiaries without the express written consent of such Purchaser, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, nor it will not and will not direct any other Person acting on its behalfto, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documentsthis Agreement, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have requested such information pursuant to Section 4.16 hereof, or entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction DocumentsDocuments prior to their public announcement, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will after the date hereof provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide or has provided any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public informationinformation (other than the contemplated Transaction Documents and the transactions contemplated thereby), unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, ---------------------- it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its Purchasers agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser Purchaser, its agents, or counsel shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company Purchaser understands and confirms that each Purchaser the Company shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that ----------------------- neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, it will not provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-non- public informationinformation of the Company, unless prior thereto such the Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction DocumentsAgreements, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such the Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser the Purchasers shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will knowingly provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement confirmed with the Company in writing regarding the confidentiality and use material non-public nature of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction DocumentsDocuments and the Retained Information, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that from and after the date hereof, neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction DocumentsAgreements, and the information set forth on the Disclosure Schedule, the Company represents, covenants and agrees that neither it, it nor any other Person person acting on its behalf, will provide behalf has provided any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing representation and covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documentsthis Agreement, the Company covenants and agrees that neither it, nor any other Person person acting on its behalf, will provide any Purchaser Investor or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser Investor shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser Investor shall be relying on the foregoing covenant in effecting transactions in securities Equity Securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any the Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.. The Purchaser covenants with the Company as follows:

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser Investor or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser Investor shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser Investor shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall will have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser shall will be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, behalf will provide any the Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such the Purchaser shall have entered into executed a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each the Purchaser shall be relying on the foregoing covenant in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the The Company covenants and agrees that neither it, it nor any other Person person acting on its behalf, behalf will provide any Purchaser or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser shall have entered into a written agreement with the Company regarding the confidentiality and use agreed in writing to receive such information or has designated an agent of Purchaser to receive such informationinformation on its behalf. The Company understands and confirms that each Purchaser shall be relying on the foregoing covenant representations in effecting transactions in securities of the Company.

Non-Public Information. Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company covenants and agrees that neither it, nor any other Person acting on its behalf, will provide any Purchaser Investor or its agents or counsel with any information that the Company believes constitutes material non-public information, unless prior thereto such Purchaser Investor shall have entered into a written agreement with the Company regarding the confidentiality and use of such information. The Company understands and confirms that each Purchaser Investor shall be relying on the foregoing covenant in effecting transactions in securities of the Company.