Common use of Nondisclosure Obligations Clause in Contracts

Nondisclosure Obligations. Except as otherwise provided in this Article 8, during the term of this Agreement and for a period of five (5) years thereafter, the Parties shall maintain in confidence and use only for purposes specifically authorized under this Agreement any information furnished to it by the other Party hereto pursuant to this Agreement which if disclosed in tangible form is marked “Confidential” or with other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “Information”). To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially Aldurazyme. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing Party under this Agreement; (iii) prior to disclosure under this Agreement was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise).

Nondisclosure Obligations. Except as otherwise provided in this Article 811, and subject to Article 12 hereof, during the term of this Agreement and for a period of five (5) years [***] thereafter, the Parties both parties shall maintain in confidence and use only for purposes specifically authorized under of this Agreement any confidential information furnished to it by and data, received from the other Party hereto pursuant party, resulting from or related to the development of Research Compounds or Products. For purposes of this Agreement which if disclosed in tangible form is marked “Confidential” or with other similar designation Article 11, information and data described above shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “"Information”). ." To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this AgreementAgreement (including, without limitation, in the case of Sankyo, the Amended and Restated Collaboration Agreement or the Fill Agreementexercise of its rights under Article 6), a Party party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party party is required to keep such the Information confidential; and a Party party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to commercially market commercially Aldurazymethe Product. The obligation not to disclose Information shall not apply to any part party of such Information that: that (i) is or becomes patented, published or otherwise becomes publicly known part of the public domain other than by acts of the Party party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; or (ii) can be shown by written documents to have been is disclosed to the receiving Party party or its Affiliates or sublicensees by a Third Party, ; provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing Party other party under this Agreement; or (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party party or its Affiliates or sublicensees, ; provided that such Information was not obtained directly or indirectly from the disclosing Party other party under this Agreement; or (iv) can be shown by written documents to have been independently developed by the receiving Party party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise).

Nondisclosure Obligations. Except as otherwise provided in this ------------------------- Article 810, during the term of this Agreement and for a period of five (5) years thereafter, the Parties shall, and BioMarin shall cause BioMarin Genetics to, maintain in confidence and use only for purposes specifically authorized under this Agreement any information furnished to it by the other Party hereto pursuant to this Agreement which if disclosed in tangible form is marked “"Confidential” " or with other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “"Information”"). ----------- To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 10.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCollaboration Products. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing Party under this Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise).

Nondisclosure Obligations. Except as otherwise provided in this Article 8, during For a period from the term Effective Date to three (3) years after the earlier of the expiration of the Royalty Term (or termination of this Agreement and for a period of five (5) years thereafterby Hesperix, if Hesperix is the Disclosing Party), the Parties Receiving Party shall maintain in confidence as confidential and use only for purposes specifically authorized under this Agreement shall not make any information furnished to it public disclosure of Confidential Information of the Disclosing Party, without the advance written permission of the Disclosing Party, which permission may be withheld by the other Disclosing Party hereto pursuant to this Agreement which if disclosed in tangible form is marked “Confidential” or with other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information Disclosing Party’s sole discretion; provided, however, that to be treated as confidential) within a reasonable time after such disclosure (collectively, “Information”). To the extent it is reasonably necessary or appropriate to fulfill its obligations or to exercise its rights under this Agreement, Agreement the Amended and Restated Collaboration Agreement or the Fill Agreement, a Receiving Party may disclose Confidential Information of the other Disclosing Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted its and their respective officers, directors, employees, sublicensees, consultants, outside contractors and contractors, clinical investigators, and other Third Parties, on a need-to-know basis and on the condition that such entities or persons Persons agree to use the Confidential Information only for purposes specifically authorized by this Agreement and to keep the Confidential Information confidential for the same time periods and to substantially the same extent as such the Receiving Party is required to keep such the Confidential Information confidentialconfidential hereunder; and a (ii) the Receiving Party or its permitted sublicensees may disclose such Confidential Information to government or other regulatory authorities Governmental Authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file develop or commercially market products, or as otherwise may be required by Law or pursuant to legal or regulatory process; and maintain Regulatory Approvals with and to market commercially Aldurazyme. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing Party under this Agreement; (iii) prior the Receiving Party may disclose Confidential Information to disclosure under this Agreement was already in its attorneys, accountants, lenders, insurers, and advisors who are bound by a professional duty of confidentiality (so long as the possession of the receiving Receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to remains responsible for any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether breaches by protective order or otherwisesuch professionals).

Nondisclosure Obligations. Except as otherwise provided in this Article 810, during the term of this Agreement Term and for a period of five (5) years thereafter, the Parties shall, and BioMarin shall cause BioMarin Genetics to, maintain in confidence and use only for purposes specifically authorized under this Agreement any information furnished to it by the other Party hereto pursuant to this Agreement which if disclosed in tangible form is marked “Confidential” or with other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “Information”). To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill a Related Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 10.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCollaboration Products. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing Party under this Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise).

Nondisclosure Obligations. Except as otherwise provided in this Article 810, during the term of this Agreement and for a period of five (5) years thereafter, the Parties shall maintain in confidence and use only for purposes specifically authorized under this Agreement any (a) confidential information furnished and data resulting from or related to it the development, commercialization or marketing of Collaboration Products and (b) all information and data not described in clause (a) but supplied by one Party to the other Party hereto pursuant to under this Agreement which if disclosed or in tangible form is the course of the Parties' due diligence investigations prior to the execution of this Agreement and marked “or identified as "Confidential” ." For purposes of this Article 10, information and data described in clause (a) or with other similar designation (b) of the preceding paragraph shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “Information”). "INFORMATION." To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, employees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCollaboration Products. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided PROVIDED that such Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided PROVIDED that such Information was not obtained directly or indirectly from the disclosing other Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without use of the other Party's Information or breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party pursuant to comply with applicable laws or regulations, or with a subpoena lawfully issued by a court or administrative ordergovernmental agency, provided PROVIDED that the receiving Party notifies the disclosing other Party in writing prior to immediately upon receipt of any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)subpoena.

Nondisclosure Obligations. Except as otherwise provided in this Article 810, during the term of this Agreement and for a period of five (5) years thereafter, the Parties shall maintain in confidence and use only for purposes specifically authorized under this Agreement any and/or under the Quality Agreement: (a) confidential information furnished and data resulting from or related to it the Agreement, the Quality Agreement and/or the development of Product; (b) all information and data not described in clause (a) but supplied by the other another Party hereto pursuant to under this Agreement which if disclosed or the Quality Agreement and marked "Confidential"; or (c) information that by its nature should be considered confidential. For purposes of this Article 10, information and data described in tangible form is marked “Confidential” clause (a), (b) or with other similar designation (c) of the preceding paragraph shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “"Information”). ." To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, Agreement and/or under the Amended and Restated Collaboration Agreement or the Fill Quality Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeProduct commercially. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement or under the Quality Agreement; (iii) prior to disclosure under this Agreement or under the Quality Agreement, was already in the possession of the receiving Party or its Affiliates or sublicenseesAffiliates, provided that such Information was not obtained directly or indirectly from the disclosing other Party under this Agreement and/or under the Quality Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party or its Affiliates pursuant to comply with applicable laws or regulations, or with a subpoena lawfully issued by a court or administrative ordergovernmental agency, provided that the receiving Party or its Affiliates, as the case may be, notifies the disclosing other Party in writing prior to immediately upon receipt of any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)subpoena.

Nondisclosure Obligations. Except as otherwise provided in this Article 810, during the term of this Agreement and for a period of five (5) years thereafter, the Parties shall, and shall cause their respective Permitted Subcontractors to, maintain in confidence and use only for purposes specifically authorized under this Agreement any (a) confidential information furnished and data resulting from or related to it the development of Collaboration Products and (b) all information and data not described in clause (a) but supplied by the other Party hereto pursuant to under this Agreement which if disclosed in tangible form is and marked or identified as “Confidential.” For purposes of this Article 10, information and data described in clause (a) or with other similar designation (b) of the preceding paragraph shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “Information”). .” To the extent it is reasonably necessary or appropriate to fulfill fulfil its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCollaboration Products. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing other Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the original disclosing Party in writing receives prior to any written notice of such disclosure and agrees that the receiving Party takes all reasonable and lawful actions to use reasonable efforts to secure obtain confidential treatment thereof prior for such disclosure and, if possible, to its disclosure (whether by protective order or otherwise)minimize the extent of such disclosure.

Nondisclosure Obligations. Except as otherwise provided in this Article 811, during the term of this Agreement Term and for a period of five (5) years thereafter, the Parties shall maintain in confidence and use only for purposes specifically authorized under this Agreement any Agreement: (a) confidential information furnished and data resulting from or related to it the Program and/or the development of Compound; (b) all information and data not described in clause (a) but supplied by the other another Party hereto pursuant to under this Agreement which if disclosed and marked "Confidential"; or (c) information that by its nature should be considered confidential. For purposes of this Article 11, information and data described in tangible form is marked “Confidential” clause (a), (b) or with other similar designation (c) of the preceding paragraph shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “"Information”). ." To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCompound. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicenseesAffiliates, provided that such Information was not obtained directly or indirectly from the disclosing other Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party or its Affiliates pursuant to comply with applicable laws or regulations, or with a subpoena lawfully issued by a court or administrative ordergovernmental agency, provided that the receiving Party or its Affiliates, as the case may be, notifies the disclosing Party in writing prior to other Parties immediately upon receipt of any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)subpoena.

Nondisclosure Obligations. Except as otherwise provided in this Article 89, during the term Term of this Agreement and for a period of five (5) years thereafter, the Parties each Party (“Receiving Party”) shall maintain Confidential Information of the other Party (the “Disclosing Party”) in confidence and shall not disclose such Confidential Information to any Third Party or use only for purposes such Confidential Information except as specifically authorized under in this Agreement any information furnished to it Article 9 or as specifically agreed in writing by the other Party hereto pursuant Disclosing Party; provided, however, with respect to this Agreement which if disclosed in tangible form any Confidential Information that is marked “Confidential” or with other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed designated in writing as confidential a trade secret (as determined under Delaware law), such restrictions on disclosure and/or use shall survive the termination or proprietary expiration of this Agreement for as long as such Confidential Information remains a trade secret but, subject to the exceptions set forth in this Article 9, in no event shall such restrictions on disclosure and/or use cease prior to the expiration of five (5) years following the termination or expiration of the Term of this Agreement; further provided, that the comparative use of Confidential Information of the Disclosing Party in the course of internal technology evaluations and/or data shall not be considered a violation of this Article so long as the obligations of nondisclosure to a Third Party are maintained. The term “Confidential Information” shall mean (i) with respect to a Party, any written, electronic, visual, verbal or other form of technical or business information and data received by the disclosing Receiving Party including without limitation, with respect to Genzyme, the Joint Program Data and with respect to Osiris, the Joint Program Data, and (describing ii) the terms and conditions of this Agreement (including information contained in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “Information”any Exhibit or Schedule hereto). To The Receiving Party or its Third Party licensees may disclose the Confidential Information of the Disclosing Party to its subcontractors, Affiliates, Third Party licensees, sublicensees, consultants, legal counsel, outside contractors and clinical investigators, on a need-to-know basis to the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree in writing, prior to the disclosure, to keep the Confidential Information confidential for the same time periods and to substantially the same extent as such the Receiving Party is required to keep such the Confidential Information confidential; . The confidentiality provisions set forth herein shall be applied in conjunction with the confidentiality provisions of that certain Collaboration Agreement by and between the Parties dated July 25, 2007, and shall supersede and replace any other previous confidentiality and non-disclosure agreements between the Parties with respect to the subject matter hereof and shall be deemed to cover all information disclosed or obtained by a Party under any other previous confidentiality or its permitted sublicensees may disclose such Information non-disclosure agreements, including without limitation the Confidential Disclosure Agreement between the Parties dated August 6, 2008. As to the treatment of trade secrets and disclosures to government or other regulatory authorities agencies, Section 9.1 herein shall control and the Parties agree to amend the extent that such disclosure is reasonably necessary July 25, 2007 Collaboration Agreement to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially Aldurazymemake it consistent herewith. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of Upon the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention termination of this Agreement; (ii) can be shown by written documents to have been disclosed to , the receiving Receiving Party or its Affiliates or sublicensees by a Third shall, at the request of the Disclosing Party, provided that such return or destroy the Confidential Information was not obtained by such Third Party directly or indirectly from of the disclosing Party under Disclosing Party, retaining only one copy thereof for purposes of compliance with this Agreement; (iii) prior to disclosure under this Agreement was already in the possession . An officer of the receiving Receiving Party or shall certify its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from compliance with this provision in writing upon the disclosing Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any request of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)Disclosing Party.

Nondisclosure Obligations. Except as otherwise provided in this Article 86, and subject to Article 7 hereof, during the term of this Agreement and for a period of five ten (510) years thereafter, the Parties each party ("Recipient") shall maintain in confidence and use only for purposes specifically authorized under of this Agreement any technical, scientific or business information furnished and data relating to it by the other Party hereto party's research, development, inventions, products, production, manufacturing, finances, marketing, customers, or business plans, including, but not limited to, trade secrets, know-how, clinical and non-clinical data, formulas, processes, or other intellectual property, that is or has been disclosed to or otherwise received or obtained by Recipient, whether or not in connection with or pursuant to this Agreement which if disclosed in tangible form is marked “Confidential” or with other similar designation Agreement. For purposes of this Article 6, information and data described above shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “"Information”). ." To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party party is required to keep such the Information confidential; and a Party party or its permitted sublicensees may may, on a confidential basis wherever reasonably possible, disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to commercially market commercially Aldurazymethe Product. The obligation not to disclose and use Information shall not apply to any part party of such Information that: that (i) is or becomes patented, published or otherwise becomes publicly known available to the public other than by acts of the Party obligated not to disclose such Information Recipient or its Affiliates or sublicensees in contravention of this Agreement; or (ii) can be shown by written documents to have been is lawfully disclosed to the receiving Party Recipient or its Affiliates or sublicensees by a Third Partythird party, provided that such Information was not obtained by such Third Party third party directly or indirectly from the disclosing Party other party under this AgreementAgreement or its Affiliates; or (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party Recipient or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing Party other party under this AgreementAgreement or its Affiliates; or (iv) can be shown by written documents to have been independently developed by the receiving Party Recipient or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)agreement.

Nondisclosure Obligations. Except as otherwise provided in this Article 89, ------------------------- during the term of this Agreement and for a period of five ten (510) years thereafter, the both Parties shall maintain in confidence and use only for purposes specifically authorized under of performance of this Agreement any information furnished to it by and data received from the other Party hereto in connection with this Agreement ("Information"), provided however, that pursuant to this Agreement which if disclosed Article 6.1, CORTEX shall own and be free to use results, data and information generated in tangible form is marked “Confidential” or with other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “Information”)Studies. To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 Article not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigatorsprofessional advisors, on a need-need- to-know basis and on the condition that such entities or persons agree to keep confidentiality and non-use provisions in relation to the Information on such terms as the disclosing Party uses for its own confidential for the same time periods and to substantially the same extent as such Party is required to keep such Information confidentialinformation of similar commercial importance; and a Party or Party, its permitted sublicensees Affiliate may disclose such Information to government or other regulatory authorities to the extent that such disclosure is required by law or regulation or is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially Aldurazymeperform the Studies. The obligation not to disclose Information shall not apply to any part of such Information that: that (i) is or becomes patented, or published or otherwise (ii) is or becomes publicly known part of the public domain other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (iiiii) can be shown by written documents to have been is disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not knowingly obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iiiiv) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicenseesAffiliates, provided that such Information was not knowingly obtained directly or indirectly from the disclosing other Party under this Agreement; or (ivv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; aid or (v) is required reference to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)Information.

Nondisclosure Obligations. Except as otherwise provided in this Article 810, during the term of this Agreement and for a period of five (5) years ************* thereafter, the Parties shall, and Dyax shall cause Subsidiary to, maintain in confidence and use only for purposes specifically authorized under this Agreement any (a) confidential information furnished and data resulting from or related to it the development, commercialization or marketing of Collaboration Products and (b) all information and data not described in clause (a) but supplied by one Party to the other Party hereto pursuant to under this Agreement which if disclosed or in tangible form is the course of the Parties' due diligence investigations prior to the execution of this Agreement and marked “or identified as "Confidential” ." For purposes of this Article 10, information and data described in clause (a) or with other similar designation (b) of the preceding paragraph shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “"Information”). ." To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, employees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCollaboration Products. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing other Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without use of the other Party's Confidential material omitted and filed separately with the Securities and Exchange Commission. Asterisks denote such omissions. Information or breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party pursuant to comply with applicable laws or regulations, or with a subpoena lawfully issued by a court or administrative ordergovernmental agency, provided that the receiving Party notifies the disclosing other Party in writing prior to immediately upon receipt of any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)subpoena.

Nondisclosure Obligations. Except as otherwise provided in this Article 8, during the term Confidential Information of this Agreement and for a period of five (5) years thereafter, the Parties Disclosing Party shall maintain in confidence and use only for purposes specifically authorized under this Agreement any information furnished to it be used by the Receiving Party solely for the purpose of evaluating whether or not the Receiving Party wishes to enter into a business transaction with the Disclosing Party and shall not be used for any other Party hereto pursuant to this Agreement which if disclosed purpose. Each party shall hold the other party’s Confidential Information in tangible form is marked “Confidential” or with strictest confidence at all times in perpetuity and shall not disclose the other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by party’s Confidential Information without the Party disclosing such information at the time prior written consent of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to other party, which consent may be treated as confidential) within a reasonable time after withheld at such disclosure (collectively, “Information”)other party’s sole discretion. To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party Each party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not party’s Confidential Information to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, such party’s employees on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially Aldurazyme. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing Party under this Agreement; (iii) prior party shall have executed appropriate written agreements with its employees to disclosure under this Agreement was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of ensure compliance with all the provisions of this Agreement; . Each party agrees to take all reasonable measures to protect the Confidential Information of the other party from falling into the public domain or (v) is the possession of persons other than those persons authorized to have any such Confidential Information, which measures shall include the highest degree of care that such party utilizes to protect its own information of a similar nature, but in no event less than a reasonable degree of care. Nothing in this Agreement shall prohibit either party from disclosing Confidential Information of the other party if legally required to be disclosed do so by the receiving Party to comply with applicable laws judicial or regulations, governmental order or with in a court judicial or administrative order, governmental proceeding (“Required Disclosure”); provided that the receiving Party notifies disclosing party shall (i) give the disclosing Party in writing other party prompt notice of such Required Disclosure prior to any disclosure; (ii) cooperate with the other party in the event that it elects to contest such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by or seek a protective order with respect thereto, and/or (iii) in any event only disclose the exact Confidential Information, or otherwise)portion thereof, specifically requested by the Required Disclosure.

Nondisclosure Obligations. Except as otherwise provided in this Article 8X, during the term of this Agreement and for a period of five (5) years thereafter, the all Parties shall maintain in confidence and use only for purposes specifically authorized under this Agreement (i) confidential information and data resulting from or related to the research undertaken in connection with the Program and (ii) all information and data not described in clause (i) but supplied by any information furnished to it by the other Party hereto pursuant under or in connection with the activities contemplated by this Agreement. For purposes of this Article X, information and data described in clause (i) or (ii) of the preceding paragraph shall be referred to this Agreement which if disclosed in tangible form is marked “Confidential” or with other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “"Information”). ." To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCollaboration Products or, in the case of information and data described in clause (i), products outside the Field to the extent that a Party has the right to use such information and data outside the Field. The obligation not to disclose Information shall not apply to any part of such Information that: that (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing any other Party under this Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing any other Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party pursuant to comply with applicable laws or regulations, or with a subpoena lawfully issued by a court or administrative ordergovernmental agency, provided that the receiving Party notifies each other Party immediately upon receipt of any such subpoena or (vi) is used outside the Field on the condition that any entity or person to whom such Information is disclosed agrees to keep such Information confidential for the same time periods and to the same extent as the Party disclosing Party such Information is required to keep such terms confidential. The terms and conditions of this Article X shall supersede the terms and conditions set forth in writing any confidentiality, non-disclosure or similar agreement entered into by and between the Cyberkinetics and NEUROMetrix prior to the Effective Date and all such other agreements shall terminate (subject to the survival of any such disclosure rights and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwiseobligations as provided therein).

Nondisclosure Obligations. Except as otherwise provided in this Article 8Section 7, during the term of this Agreement and for a period of five (5) years thereafter, the both Parties shall maintain in confidence and use only for purposes specifically authorized under this Agreement any information furnished to it by Confidential Information and data received from the other Party hereto pursuant to this Agreement which if disclosed in tangible form is marked “Confidential” or with other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by during the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “Information”)Program. To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Confidential Information of the other Party it is otherwise obligated under this Section 8.1 7 not to disclose to its Affiliates, permitted sublicensees, sublicensees consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Confidential Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Confidential Information confidential; and a Party or its permitted sublicensees may disclose such Confidential Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to commercially market commercially Aldurazymeany Product. The obligation not to disclose Confidential Information shall not apply to any part of such Information that: information that (i) is or becomes patented, published or otherwise becomes publicly known part of the public domain other than by acts of the Party obligated not to disclose such Confidential Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been is disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Confidential Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iii) prior to -------------------- *[CONFIDENTIAL TREATMENT REQUESTED] INDICATES MATERIAL WHICH HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing other Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates or sublicensees without breach of any use of the provisions of this Agreement; other party's Confidential Information, or (v) is required disclosed pursuant to be disclosed by the receiving Party to comply with applicable laws order or regulationsrequirement of a court, administrative agency, or with a court or administrative orderother governmental body, provided provided, however, that the receiving Party notifies receiver shall provide prompt notice thereof to enable the disclosing Party in writing prior discloser to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by seek a protective order or otherwise)otherwise prevent such disclosure.

Nondisclosure Obligations. Except as otherwise provided in this Article 810, during the term of this Agreement and for a period of five (5) ****** years thereafter, the Parties shall, and GelTex shall cause RenaGel, Inc. to, maintain in confidence and use only for purposes specifically authorized under this Agreement any (a) confidential information furnished and data resulting from or related to it the development of Collaboration Products and (b) all information and data not described in clause (a) but supplied by the other another Party hereto pursuant to under this Agreement which if disclosed and marked "Confidential." For purposes of this Article 10, information and data described in tangible form is marked “Confidential” clause (a) or with other similar designation (b) of the preceding paragraph shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “Information”). "INFORMATION." To the extent it is reasonably necessary or appropriate to fulfill fulfil its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCollaboration Products. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing other Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party or its Affiliates pursuant to comply with applicable laws or regulations, or with a subpoena lawfully issued by a court or administrative order* Confidential Treatment requested for information omitted and filed separately with the SEC. 28 governmental agency, provided that the receiving Party or its Affiliates, as the case may be, notifies the disclosing Party in writing prior to other Parties immediately upon receipt of any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)subpoena.

Nondisclosure Obligations. Except as otherwise provided in this Article 85, during the term of this Agreement and for a period of five (5) years thereafter, the Parties shall maintain in confidence and use only for purposes specifically authorized under this Agreement any (a) confidential information furnished and data resulting from or related to it the development of Collaboration Products and (b) all information and data not described in clause (a) but supplied by the other another Party hereto pursuant to under this Agreement which if disclosed in tangible form is and marked “or identified as "Confidential” or with other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party " (describing in reasonable detail the information and data described in the foregoing clauses (a) and (b) being referred to be treated herein as confidential) within a reasonable time after such disclosure (collectively, “Information”the "INFORMATION"). To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Information confidential; and a . A Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCollaboration Products. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party Parties obligated not to disclose such Information or its their respective Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement or the Original Collaboration Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided PROVIDED that such Information was not obtained directly or indirectly from the disclosing another Party under this Agreement or the Original Collaboration Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement or the Original Collaboration Agreement; or (v) is required to be disclosed by the receiving Party pursuant to comply with applicable laws or regulations, or with a subpoena lawfully issued by a court or administrative ordergovernmental agency, provided that the receiving Party notifies the disclosing applicable Party in writing prior to immediately upon receipt of any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)subpoena.

Nondisclosure Obligations. Except as otherwise provided in this Article 8, during the term of this Agreement and for a period of five (5) years thereafter, the Parties shall maintain in confidence and use only for purposes specifically authorized under this Agreement any information furnished to it by the other The Receiving Party hereto pursuant to this Agreement which if disclosed in tangible form is marked “Confidential” or with other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “Information”). To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially Aldurazyme. The obligation not to disclose Information shall not apply to any part of such Information thatagrees: (i) is or becomes patentedto hold the Disclosing Party’s Confidential Information in strict confidence and to protect the confidentiality of such Confidential Information using all precautions the Receiving Party takes to protect its own Confidential Information, published or otherwise becomes publicly known other which in no instance may be less than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreementreasonable precautions; (ii) can be shown by written documents the Receiving Party will not divulge any of the Disclosing Party’s Confidential Information or any information derived therefrom to have been disclosed any third party (except consultants, subject to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing Party under this Agreementconditions stated below); (iii) not to make any use whatsoever at any time of Confidential Information without the Disclosing Party’s express prior to disclosure under this Agreement was already in written approval except for the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing Party under this AgreementPermitted Use; (iv) can be shown by written documents not to have been independently developed by the receiving Party copy, modify or its Affiliates without breach create Derivative Works (defined below) of any of Confidential Information (notwithstanding the provisions in Section 4 of this Agreement, which the Receiving Party acknowledges are intended merely as partial protection of the Disclosing Party’s rights in the event the Receiving Party breaches this provision); or and (v) is required not to be disclosed alter or delete any proprietary legends or markings on any Confidential Information. The Receiving Party further agrees not to circulate or disclose the Disclosing Party’s Confidential Information within its organization except to those employees, agents, consultants, officers and/or directors of the Receiving Party who have a legitimate “need to know” such Confidential Information and who are obligated by appropriate written agreements to keep the receiving Confidential Information confidential in a manner no less restrictive than set forth in this Agreement, and the Receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure acknowledges and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)that it is responsible and liable for such persons’ compliance with such confidentiality obligations.

Nondisclosure Obligations. Except as otherwise provided in this ------------------------- Article 810, during the term of this Agreement and for a period of five ten (510) years thereafter, the both Parties shall maintain in confidence and use only for purposes specifically authorized under this Agreement any information furnished to it by and data received from the other Party hereto pursuant to in connection with this Agreement which if disclosed in tangible form is marked “Confidential” or with other similar designation to indicate its confidential developed during the Research Phase or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party Development Phase (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “"Information”"). To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, professional advisors, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep confidentiality and non-use provisions in relation to the Information on such terms as the disclosing Party uses for its own confidential for the same time periods and to substantially the same extent as such Party is required to keep such Information confidentialinformation of similar commercial importance; and a Party Party, its Affiliate or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is required by law or regulation or is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to commercially market commercially Aldurazymeany Product. The obligation not to disclose Information shall not apply to any part of such Information that: that (i) is or becomes patented, or published or otherwise (ii) is or becomes publicly known part of the public domain other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (iiiii) can be shown by written documents to have been is disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not knowingly obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iiiiv) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not knowingly obtained directly or indirectly from the disclosing other Party under this Agreement; or (ivv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates or sublicensees without breach of any of the provisions of this Agreement; aid or (v) is required reference to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)Information.

Nondisclosure Obligations. Except as otherwise provided in this Article 810, during the term of this Agreement and for a period of five (5) years thereafter, the Parties shall maintain in confidence and use only for purposes specifically authorized under this Agreement any (a) confidential information furnished and data resulting from or related to it the development of Collaboration Products and (b) all information and data not described in clause (a) but supplied by the other Party hereto pursuant to under this Agreement which if disclosed and marked or identified as "Confidential". For purposes of this Article 10, information and data described in tangible form is marked “Confidential” clause (a) or with other similar designation (b) of the preceding paragraph shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “Information”). "INFORMATION." To the extent it is reasonably necessary or appropriate to fulfill fulfil its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCollaboration Products. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided PROVIDED that such Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided PROVIDED that such Information was not obtained directly or indirectly from the disclosing other Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party pursuant to comply with applicable laws or regulations, or with a subpoena lawfully issued by a court or administrative ordergovernmental agency, provided PROVIDED that the receiving Party notifies the disclosing other Party in writing prior to immediately upon receipt of any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)subpoena.

Nondisclosure Obligations. Except as otherwise provided in this Article 815 and subject to Section 19.13, during the term of this Agreement and for a period of five ten (510) years thereafter, the Parties both parties shall maintain in confidence and use only for purposes specifically authorized permitted by this Agreement (i) confidential information and data received from the other party resulting from or related to the use of CDK Targets or UBC Targets for the development of CDK Development Compounds or UBC Development Compounds, respectively; and (ii) all information and data not described in clause (i) above but supplied by the other party under this Agreement any information furnished to it by the other Party hereto pursuant to this Agreement which if disclosed in tangible form is marked “Confidential.” For purposes of this Article 15, information and data described in clause (i) or with other similar designation (ii) shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “Information”). .” To the extent it is reasonably necessary or appropriate to fulfill fulfil its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, and in the case of DuPont Merck, the DuPont Merck Partnership Board on a need-to-know basis and on the condition that such entities or persons Affiliates and Third Parties agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party party is required to keep such the Information confidentialconfidential under this Agreement; and a Party party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to commercially market commercially Aldurazymeany product. The obligation not to disclose Information shall not apply to any part of such Information that: that (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of properly in the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreementpublic domain; (ii) can be shown by written documents to have been is disclosed to the receiving Party or its Affiliates or sublicensees party by a Third Party, provided that such Information was Party who may lawfully do so and is not obtained by such Third Party directly or indirectly from under an obligation of confidentiality to the disclosing Party under this Agreementparty; (iii) prior to disclosure under this Agreement was already in the possession of is known by the receiving Party or party at the time of its Affiliates or sublicenseesreceipt, provided that such Information was and not obtained directly or indirectly from through a prior disclosure by the disclosing Party under this Agreementparty, as documented by business records; or (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates party without reference to the Information received from the disclosing party and without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise).

Nondisclosure Obligations. Except as otherwise provided in this ------------------------- Article 811, and subject to Article 12 hereof, during the term of this Agreement and for a period of five (5) years thereafter, the Parties both parties shall maintain in confidence and use only for purposes specifically authorized under of this Agreement any confidential information furnished to it by and data, received from the other Party hereto pursuant party, resulting from or related to the development of Research Compounds or Products. For purposes of this Agreement which if disclosed in tangible form is marked “Confidential” or with other similar designation Article 11, information and data described above shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “"Information”). ." To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party party is required to keep such the Information confidential; and a Party party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to commercially market commercially Aldurazymethe Product. The obligation not to disclose Information shall not apply to any part party of such Information that: that (i) is or becomes patented, published or otherwise becomes publicly known part of the public domain other than by acts of the Party party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; or (ii) can be shown by written documents to have been is disclosed to the receiving Party party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by -------- such Third Party directly or indirectly from the disclosing Party other party under this Agreement; or (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party party or its Affiliates or sublicensees, provided that -------- such Information was not obtained directly or indirectly from the disclosing Party other party under this Agreement; or (iv) can be shown by written documents to have been independently developed by the receiving Party party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)agreement.

Nondisclosure Obligations. Except as otherwise provided in this Article 89, during the term of this Agreement and for a period of five (5) years [ ]* thereafter, the both Parties shall maintain in confidence and use only for purposes specifically authorized under this Agreement any information furnished to it by and data received from the other Party hereto pursuant to this Agreement which if disclosed in tangible form is marked “Confidential” or with other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by during the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party Program (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “"Information”"). To the extent it is reasonably necessary or appropriate to fulfill fulfil its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted licensees, sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the -------------------------- * Confidential Treatment Requested: Material has been omitted and filed separately with the Commission. same extent as such Party is required to keep such the Information confidential; and a Party or its permitted licensees or sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to commercially market commercially Aldurazymeany Product. The obligation not to disclose Information shall not apply to any part of such Information that: that (i) is or becomes patented, published or otherwise becomes publicly known part of the public domain other than by acts of the Party obligated not to disclose such Information or its Affiliates or licensees or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been is disclosed to the receiving Party or its Affiliates or licensees or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or licensees or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing other Party under this Agreement; or (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise).

Nondisclosure Obligations. Except as otherwise provided in this Article 810, during the term of this Agreement and for a period of five (5) * years thereafter, the Parties shall, and GelTex shall cause RenaGel, Inc. to, maintain in confidence and use only for purposes specifically authorized under this Agreement any (a) confidential information furnished and data resulting from or related to it the development of Collaboration Products and (b) all information and data not described in clause (a) but supplied by the other another Party hereto pursuant to under this Agreement which if disclosed and marked "Confidential." For purposes of this Article 10, information and data described in tangible form is marked “Confidential” clause (a) or with other similar designation (b) of the preceding paragraph shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “Information”). "INFORMATION." To the extent it is reasonably necessary or appropriate to fulfill fulfil its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCollaboration Products. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing other Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party or its Affiliates pursuant to comply with applicable laws or regulations, or with a subpoena lawfully issued by a court or administrative ordergovernmental agency, provided that the receiving Party or its Affiliates, as the case may be, notifies the disclosing Party in writing prior to other Parties immediately upon receipt of any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)subpoena.

Nondisclosure Obligations. Except as otherwise provided in this Article 8, during the term (a) Each of this Agreement and for a period of five (5) years thereafter, the Parties hereto covenants and agrees that it shall maintain in confidence and only use only for purposes specifically authorized under this Agreement any information furnished the Confidential Information of another Party as may be necessary to it by the other Party hereto pursuant to this Agreement which if disclosed in tangible form is marked “Confidential” or with other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “Information”). To the extent it is reasonably necessary or appropriate to fulfill carry out its obligations under the Operative Documents or useful to exercise its rights under the Operative Documents, regardless of whether or not the Party itself also owns such Confidential Information, and that it shall limit disclosure of such Confidential Information to employees, consultants, contractors and agents that have a need to know such Confidential Information for one of the purposes described herein and that are bound by confidentiality obligations at least as stringent as those set forth in this Agreement. Each Party further covenants and agrees, subject to Section 4(d), that unless and until such information is no longer deemed to be Confidential Information, no Party shall disclose any Confidential Information of another Party, regardless of whether or not such Party itself also owns such Confidential Information, in any manner whatsoever, in whole or in part; provided, that nothing herein shall prevent any such Party (a “Disclosing Party”) from disclosing any such Confidential Information: (A) pursuant to any Governmental Order or in any pending or legal or administrative proceeding relating to the Programs; (B) upon the request or demand of any Governmental Authority having jurisdiction over the Disclosing Party or any of its Affiliates; (C) as required by applicable law (including applicable U.S. securities law), or the rules and regulations of any Governmental Authority; (D) with the express written permission of all Parties to which the Disclosing Party has confidentiality obligations under this Agreement with respect to such Confidential Information; (E) as provided in Sections 5 and 6 below; (F) to each Party’s Affiliates and respective employees, legal counsel, independent auditors and other experts or agents who are bound by confidentiality obligations at least as stringent as those set forth in this Agreement, and who have a need to know such Confidential Information in connection with the Amended Programs and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities (G) to the extent that such disclosure is reasonably necessary to obtain patents or authorizations permit Holdings to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially Aldurazyme. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts exercise its rights under Section 2A of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Purchase Option Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing Party under this Agreement; (iii) prior to disclosure under this Agreement was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise).

Nondisclosure Obligations. Except as otherwise provided in this ------------------------- Article 810, during the term of this Agreement and for a period of five (5) years thereafter, the Parties shall, and shall cause their respective Permitted Subcontractors to, maintain in confidence and use only for purposes specifically authorized under this Agreement any (a) confidential information furnished and data resulting from or related to it the development of Collaboration Products and (b) all information and data not described in clause (a) but supplied by the other Party hereto pursuant to under this Agreement which if disclosed and marked or identified as "Confidential." For purposes of this Article 10, information and data described in tangible form is marked “Confidential” clause (a) or with other similar designation (b) of the preceding paragraph shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “"Information”). ." To ----------- the extent it is reasonably necessary or appropriate to fulfill fulfil its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCollaboration Products. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing other Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the original disclosing Party in writing receives prior to any written notice of such disclosure and agrees that the receiving Party takes all reasonable and lawful actions to use reasonable efforts to secure obtain confidential treatment thereof prior for such disclosure and, if possible, to its disclosure (whether by protective order or otherwise)minimize the extent of such disclosure.

Nondisclosure Obligations. Except as otherwise provided in this Article 87, ------------------------- during the term of this Agreement and for a period of five ten (510) years thereafter, the both Parties shall maintain in confidence and use only for purposes specifically authorized under this Agreement any information furnished to it by and data received from the other Party hereto pursuant to in connection with this Agreement which if disclosed in tangible form is marked “Confidential” or with other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by and the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party Research Program (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “"Information”"). To the extent it is reasonably necessary or appropriate to fulfill fulfil its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, professional advisors, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep confidentiality and non-use provisions in relation to the Information on such terms as the disclosing Party uses for its own confidential for the same time periods and to substantially the same extent as such Party is required to keep such Information confidential; information of similar commercial importance, and a Party Party, its Affiliate or its permitted sublicensees or contractors may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials trials, is required by law or to file and maintain Regulatory Approvals with and to market commercially Aldurazymeregulation. The obligation not to disclose Information shall not apply to any part of such Information that: that (i) is or becomes patented, patented or published (ii) is or otherwise becomes publicly known part of the public domain other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (iiiii) can be shown by written documents to have been is disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not knowingly obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iiiiv) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not knowingly obtained directly or indirectly from the disclosing other Party under this Agreement; or (ivv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates or sublicensees without breach aid of any of or reference to the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)Information.

Nondisclosure Obligations. Except as otherwise provided in this Article 810, during the term of this Agreement and for a period of five (5) years thereafter, the Parties shall, and Dyax shall cause Subsidiary to, maintain in confidence and use only for purposes specifically authorized under this Agreement any (a) confidential information furnished and data resulting from or related to it the development, commercialization or marketing of Collaboration Products and (b) all information and data not described in clause (a) but supplied by one Party to the other Party hereto pursuant to under this Agreement which if disclosed or in tangible form is the course of the Parties' due diligence investigations prior to the execution of this Agreement and marked “or identified as "Confidential” ." For purposes of this Article 10, information and data described in clause (a) or with other similar designation (b) of the preceding paragraph shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “"Information”). ." To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, employees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCollaboration Products. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided PROVIDED that such Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided PROVIDED that such Information was not obtained directly or indirectly from the disclosing other Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without use of the other Party's Information or breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party pursuant to comply with applicable laws or regulations, or with a subpoena lawfully issued by a court or administrative ordergovernmental agency, provided PROVIDED that the receiving Party notifies the disclosing other Party in writing prior to immediately upon receipt of any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)subpoena.

Nondisclosure Obligations. Except as otherwise provided in this Article 87, during the term of this Agreement and for a period of five (5) years thereafter, the Parties shall maintain in confidence and use only for purposes specifically authorized under this Agreement any (a) confidential information furnished and data resulting from or related to it the development of Collaboration Products and (b) all information and data not described in clause (a) but supplied by the other another Party hereto pursuant to under this Agreement which if disclosed in tangible form is and marked “or identified as "Confidential” or with other similar designation to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party " (describing in reasonable detail the information and data described in the foregoing clauses (a) and (b) being referred to be treated herein as confidential) within a reasonable time after such disclosure (collectively, “the "Information”"). To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Information confidential; and a . A Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCollaboration Products. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party Parties obligated not to disclose such Information or its their respective Affiliates or sublicensees in ------------------------ Confidential materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote such omissions. contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement or the Original Collaboration Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided PROVIDED, that such Information was not obtained directly or indirectly from the disclosing another Party under this Agreement or the Original Collaboration Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement or the Original Collaboration Agreement; or (v) is required to be disclosed by the receiving Party pursuant to comply with applicable laws or regulations, or with a subpoena lawfully issued by a court or administrative ordergovernmental agency, provided that the receiving Party notifies the disclosing applicable Party in writing prior to immediately upon receipt of any such disclosure subpoena. The Parties hereby acknowledge and agrees agree that the records, books and supporting documentation provided to use reasonable efforts or reviewed by GTC with respect to secure the Manufacturing Costs and the RD&R Costs shall be deemed to be Genzyme's confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)Information.

Nondisclosure Obligations. Except as otherwise provided in this Article 810, during the term of this Agreement and for a period of five (5) years thereafter, the Parties shall maintain in confidence and use only for purposes specifically authorized under this Agreement any (a) confidential information furnished and data resulting from or related to it the development of Collaboration Products and (b) all information and data not described in clause (a) but supplied by the other Party hereto pursuant to under this Agreement which if disclosed and marked or identified as "Confidential". For purposes of this Article 10, information and data described in tangible form is marked “Confidential” clause (a) or with other similar designation (b) of the preceding paragraph shall be referred to indicate its confidential or proprietary nature or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated as confidential) within a reasonable time after such disclosure (collectively, “"Information”). ." To the extent it is reasonably necessary or appropriate to fulfill fulfil its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such the Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially AldurazymeCollaboration Products. The obligation not to disclose Information shall not apply to any part of such Information that: (i) is or becomes patented, published or otherwise becomes publicly known other than by acts of the Party obligated not to disclose such Information or its Affiliates or sublicensees in contravention of this Agreement; (ii) can be shown by written documents to have been disclosed to the receiving Party or its Affiliates or sublicensees by a Third Party, provided that such Information was not obtained by such Third Party directly or indirectly from the disclosing other Party under this Agreement; (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party or its Affiliates or sublicensees, provided that such Information was not obtained directly or indirectly from the disclosing other Party under this Agreement; (iv) can be shown by written documents to have been independently developed by the receiving Party or its Affiliates without breach of any of the provisions of this Agreement; or (v) is required to be disclosed by the receiving Party pursuant to comply with applicable laws or regulations, or with a subpoena lawfully issued by a court or administrative ordergovernmental agency, provided that the receiving Party notifies the disclosing other Party in writing prior to immediately upon receipt of any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)subpoena.

Nondisclosure Obligations. Except as otherwise provided in this Article 8------------------------- Section 7, during the term of this Agreement and for a period of five [ * ] thereafter (5a) years thereafterboth parties shall maintain in confidence information, data and materials (including reagents and biological materials) resulting from the Parties Research Program, Abbott Program or related to the development of Research Compounds or Products, and (b) both parties shall also maintain in confidence and use only for purposes specifically authorized under of this Agreement any information furnished to it all information, data and materials (including reagents and biological materials) provided by the other Party hereto party under this [ * ] designates portions of this document that have been omitted pursuant to this Agreement a request for confidential treatment filed separately with the Commission. Agreement, which if disclosed in tangible form is writing are marked “"Confidential” or with other similar designation to indicate its confidential or proprietary nature " or if disclosed orally or by inspection is indicated orally to be confidential or proprietary by the Party disclosing such information at the time of such disclosure and is in physical form (e.g. reagents) are promptly thereafter confirmed in writing as confidential or proprietary by the disclosing Party (describing in reasonable detail the information to be treated confidential. The information, data and materials described in (a) and (b) are referred to herein as confidential) within a reasonable time after such disclosure (collectively, “"Confidential Information”). To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, the Amended and Restated Collaboration Agreement or the Fill Agreement, a Party may disclose Information of the other Party it is otherwise obligated under this Section 8.1 not to disclose to its Affiliates, permitted sublicensees, consultants, outside contractors and clinical investigators, on a need-to-know basis and on the condition that such entities or persons agree to keep the Information confidential for the same time periods and to substantially the same extent as such Party is required to keep such Information confidential; and a Party or its permitted sublicensees may disclose such Information to government or other regulatory authorities to the extent that such disclosure is reasonably necessary to obtain patents or authorizations to conduct clinical trials or to file and maintain Regulatory Approvals with and to market commercially Aldurazyme. ." The obligation not to disclose or use Confidential Information shall not apply to any part of such the Confidential Information that: that (i) is or becomes patented, published or otherwise becomes publicly known part of the public domain other than by acts of the Party party obligated not to disclose such Confidential Information or its Affiliates or sublicensees in contravention of this Agreement; , (ii) can be shown by written documents to have been is disclosed to the receiving Party party or its Affiliates or sublicensees by a Third Partythird party without an obligation of confidentiality, provided that such Confidential Information was not obtained by such Third Party the third party directly or indirectly from the disclosing Party under this Agreement; other party or its Affiliates or sublicensees on a confidential basis, (iii) prior to disclosure under this Agreement Agreement, was already in the possession of the receiving Party party or any of its Affiliates or sublicenseessublicensees as evidenced by written records, provided that such Confidential Information was not obtained directly or indirectly from the disclosing Party under this Agreement; other party, (iv) can be shown by written documents to have been is independently developed by the receiving Party party or its Affiliates without breach of any of the provisions of this Agreement; or sublicensees as evidenced by written records or (v) is required to be disclosed in a press release approved by the receiving Party to comply with applicable laws or regulations, or with a court or administrative order, provided that the receiving Party notifies the disclosing Party in writing prior to any such disclosure and agrees to use reasonable efforts to secure confidential treatment thereof prior to its disclosure (whether by protective order or otherwise)both parties under Section 7.3.